MLP and StH: Friends and Foes
by Darkfanboy19
Summary: A spin off series based on "Chaos is Magic". Follow in the hoof/footsteps of our heroes as they team up with new friends and battle new enemies that they never knew about. Features fan-favorite characters such as Blaze the Cat, Daring Do and more to come. This series will set the stage for the upcoming "Chaos is Magic II" fanfic.
1. Rainbow Rush

**My Little Pony/Sonic the Hedgehog**

**FRIENDS AND FOES**

_Starting off a new series of one shots that will carry out some story elements in the next Chaos is Magic fanfic. Enjoy._

_Here it is. A 10,000 word one shot__ story, starring Rainbow Dash and Blaze the Cat._

_This story takes place after "Chaos is Magic". It also takes place after the events of the recent MLP episode "Rainbow Falls"._

* * *

**_RAINBOW RUSH_**

The story starts off with a purple cat sleeping in her bed. She seems to be having a bad dream, shown as she tosses around her bed and struggling. In her dreams she sees her kingdom in ruins, houses are on fire and children on the ground, weaken and begging for food and water. In front of her is a shadowy figure in the shape of a Pegasus. She stares at the shadow until she hears a voice in her ear, _"The Blue Pony."_

The cat wakes up with a gasp and she sits up breathing heavily. She places her hand on her head, feeling a bit under the weather. The cat then hears the voice again. _"The Blue Pony."_

The cat gets out of bed and looks out her winder wondering what that dream meant.

_(It happened again.)_ She thought. _(Ever since the Sol Emeralds disappeared I've been having these horrible nightmares. What are they telling me? Not long ago, my dreams had me sought out 'The Blue One'. When I met him, things turned sour._ (See StH #160-161 to see how sour it turned.) _Now my dreams are calling for another. 'The Blue Pony.' But who is this blue pony? Does he or she hold the secret to the Sol Emerald's disappearance? I can't make that mistake again, I must find this blue pony and ask her for some answers, by force if I have to.)_

The cat stopped looking out her window and jumped across the rooftops of the houses. _(The fate of the Sol Emeralds lie in my hands and my hands only. Now if only I can get to wherever this world the blue pony is on…)_ She balanced on top of the tip on an antenna. _(I traveled the Cosmic Interstate to find Sonic and I'll use it to find this pony as well. It won't be an easy task. I must be prepared for the worse of what she'll do when I question her.)_

The cat summons flames of fire in her hands. _(But I'm the guardian of the Sol Emeralds, so I shouldn't have a problem.)_ The cat then disappeared as she is engulfed by the flames and is transported out of her world.

* * *

In Equestria. Recently, the Mane 6 had just returned to Ponyville from their trip to qualify for the Equestria Games. Rainbow Dash had just finished writing the diary on what she had learned from her trip in the library before joining her friends outside.

"C'mon, Rainbow! Keep up!" Pinkie yelled for her.

"I'm coming!" RD called back as she races off with her friends.

* * *

Over by the Cutie Mark Crusader's clubhouse, the fillies practice their flag waving skills for the upcoming ceremony.

"This is coming along quite alright." Apple Bloom says.

"Yep. Soon we'll be able to get our flag waving cutie marks in no time." Sweetie Belle happily remarked.

"I just can't wait for the ceremony!" Scootaloo said in joy. "We'll be the first ever ponies in Ponyville to wave the flag. It's gonna be awesome!"

"Hooray, for Ponyville!" Apple Bloom rears in excitement.

"Okay. Let's practice again…" Scootaloo walked but then she trips over a gem. "WAH!" She falls on her face and the others gasp. Scoots turns her head to see a ... rectangular gem stone. "What the…?"

Apple Bloom, Sweetie Belle and Scootaloo stare at the mysterious gem in awe.

"Wow-wee! That's the prettiest gem stone Ah've ever seen!" AB exclaimed.

"Where did it come from?" Sweetie asked.

"I don't know." Scoots looked around.

"It's so pretty." SB gazes at it. "You think Rarity would like this for her birthday coming up?"

"I'm startin' to git an itch that this looks familiar." Apple Bloom said.

"Awww… don't worry, Apple Bloom. We've already been through that." Scoots assured. "And from what I can tell, we could definitely use this for our presentation."

The girls giggle at the idea and pull the gem stone out of the dirt. The three fillies ran inside the clubhouse with the gem but unbeknownst to them, a large cat like figure with a hand on its tail was hiding in the bushes spying on the scene and smiles sinisterly.

* * *

The cat is seen walking along the Cosmic Interstate, looking for the portal into Equestria.

_(There should be a gateway into this world I'm looking for. Equestria? Sounds logical but mysterious. I can't stop now, I must keep moving forward. The fate of my world is in MY hands. I can't let anyone get in my way.) _She finds the portal into Equestria. _(Ponies! Just like what my dream spoke of. Among them is the one I'm seeking. The Blue Pony.) _The cat clenched her fist to her face. _(Brace yourself, Blue Pony… here I come!) _The cat leaped into the gateway and traveled beyond.

The cat then emerged into the world of Equestria in flames and landed on the ground near the Gazebo. She opens her eyes and looks around her surroundings.

"So this is the world of ponies?" She asked herself. "The Blue Pony… where could she be?"

She looks over her shoulders to see Lyra Heartstrings and Bon Bon with their jaw dropped in shock and confusion but she paid little attention to them. "I can't waste my time starring at these creatures. The Sol Emeralds are in danger and I must hurry." The cat speeds off while they see her off.

* * *

Over to the Mane 6, they are walking across town.

"Ahh… lovely Ponyville." Rarity breathed. "It doesn't get any better than this, don't you think?"

"Totally." Rainbow Dash said. "If there's any place I want to be in, it's this place."

"It's super fantastic!" Pinkie bounces along.

"So, is there anything happening right now, Twilight?" RD asked Twilight. "No chaos ponies? No fruit bats? No comic book supervillains? No evil spiky vines?"

"Not according to my book." Twilight said. "Everything is certainly fine. Until the next best thing anyway."

"Well, Ah for one am glad things are startin' to look good." Applejack said. "Anyways, I got ta gallop back over to Sweet Apple Acres and get the crops moving. See y'all later."

As Applejack left, Rarity also starts leaving. "And I have to get back to my boutique and rally up another batch of dresses for some very important clients of mine."

"We should also get going." Fluttershy said.

"Yep. See you girls tomorrow!" Pinkie Pie bounces away while Fluttershy flies home.

Rainbow and Twilight walked over to the library entrance. "What about you, Twilight? Don't suppose you have any important plans ahead?" She asked.

"Actually I do." Twilight responded. "My sister in law, Princess Cadence is coming over from the Crystal Empire to spend some quality time with me. I just need time to send her my request."

"When's she coming?" RD asked.

"Oh, tomorrow." Twilight said. "Sorry, Rainbow Dash. I'd like to have fun again but important affairs come first and I need to tidy everything in the library for tomorrow."

"But there's nothing else to do!" Rainbow Dash panicked. "I can't wait a whole day for something new to happen? I need some action now! Something dazzling. Something to knock me down to the ground!"

Suddenly, Pinkie jumped up and tackled Rainbow to the ground. "Wheee!" She cheered.

"Huh?" Surprised RD after being tackled by Pinkie.

"You only had to ask, silly." Pinkie told her and bounces away again.

RD and Twilight watch Pinkie go off again before staring at each other again. "Look, Rainbow Dash. As much as I understand your sense of adventure, there's not much we can do right now. Why don't you read some books?"

"But I already read all of the Daring Do books that came out and the next isn't due for eight more months." RD said.

"Look, I'm really behind schedule. Just take a break, Rainbow. You could really use it." Twilight closed her door while Dashie just sat on the ground facing her door before slumping down on the ground in sadness and boredom. Dashie sighs as she laid there.

* * *

Back over to the lavender cat, she walks through the woods as her search continues.

"Where could this blue pony be?" She asked herself. "If I don't her in time, the fate of my world will be in ruin." The cat then spots the CMC treehouse. "Huh? A house in a tree? Maybe that's where I can find this blue pony."

Inside, Sweetie Belle, Apple Bloom and Scootaloo gaze upon the white gem stone they found.

"What do you think it is?" Sweetie Belle asked.

"Ah have no idea. But it looks so rare." Apple Bloom said.

"I wonder what it can do." SB asked again.

"Girls! I just got to thinking." Scoots gets an idea. "If we use this gem and make it for our presentation at the Equestria Games, we could get our 'gem wearing' cutie marks!"

"Awesome!" SB cheered with glee.

"I like that idea!" AB approves.

Just then, they hear a knock on their door. "Oh, who could that be?" Sweetie wondered.

The three fillies open the door and widen their eyes and gaze upon a tall two legged lavender cat who is confused by their expressions.

"Uhh…" She starts to talk. "Excuse me… I'm looking for…"

"Oh. My. GOSH!" Scoots cheerfully geeks out.

Back over to Rainbow Dash, she's just laying on top of a cloud doing nothing. Her bored eyes just stare at the clear blue sky and sighs. "I wish something fun would happen." But then she gets an idea. "Maybe the Cutie Mark Crusaders! They always have something fun to do. Maybe I should join them!" Dashie speeds off of her cloud and flies to the clubhouse.

While back at the clubhouse, the Crusaders prance around in joy of seeing another Mobian before their eyes. Their giggles and cheers become even more confusing to the cat herself as she doesn't understand what's going on.

"Excuse me… Just…" She tried talking but their constant cheering continues to interrupt. "Settle down. I just want to…" They can't stop and the cat face palms in embarrassment. _(Ugh! This is pathetic! These fun loving ponies won't stop. At this rate I'll waste even more time before they tire out.) _She then shouts. "Hey!" And the fillies stop. "That's better. Now, I'm looking for…"

Scoots geeks out again. "Ohmigosh, ohmigosh, ohmigosh! Another Mobian! This is awesome!"

"Are you from Mobius as well?" Sweetie Belle asked.

"Do you know Sonic?" Apple Bloom asked.

_(They already know who Sonic is, but why do they picture me as a Mobian?) _She talks. "Yes… I met Sonic not long ago but really… I don't have time to explain. Can any of you tell me where I can find-"

"Wow! A Mobian on Equestria!" Apple Bloom jumps over to her friends.

"And she's a cat. How cute does she look?" Sweetie Belle said.

"Best… practice day… ever!" Scoots said.

The cat facepalms again. _(Oh my goodness… how did I get mixed up into this conversation?) _She clears her throat while keeping her patience. "Please… I am thankful of your praise, little ones. But I really don't have time for such nonsense. Can you help me please?"

"Of course we can help. We're the Cutie Mark Crusaders, the toughest little ponies in town." Apple Bloom said.

"Got the moves, got the mojo!" Scootaloo added.

"Great!" The cat is relieved. "I am looking for someone that holds-"

"You're looking for somePONY." Sweetie Belle corrected her.

The cat is displeased again. _(Oh, please tell me they are not serious.) _*Ahem* "Fine. I'm looking for somepony that holds the secrets to the fate of my world."

"Who are you looking for?" Scoots asked.

"The one called 'the blue pony'." She said.

"Mrs. Cake?" Sweetie guessed.

"Trixie?" Apple Bloom guessed.

"Minty?" Scoots guessed as well.

"I am only looking for one blue pony." She said.

"Can ya describe her for us?" AB asked.

"Okay…" Her patience wearing thin. "She's blue… has wings and her mane is short cut. And I believe it appears to be a rainbow."

Scoots gets the idea and guesses. "Rainbow Dash? You're looking for Rainbow Dash?"

"Yes!" The cat answered. "Do you know where I can find her?"

"She's over at Ponyville with all the others." Apple Bloom answered. "We can take you there…"

Suddenly, Rainbow Dash flies in through the window. "Hey, Crusaders! Doing anything fun today?"

"Rainbow Dash!" Excited Scoots while the cat becomes surprised that she found her already.

"Hey, Scoots. What's up?" She greeted.

"Nothing much. Except that cat over there was looking for you." Sweetie Belle pointed out for her.

Rainbow Dash then turned her head to notice the purple cat in front of her. "Whoa! Are you a Mobian too?"

"I finally found you." The cat glared. "The Blue Pony." She holds her hands out and they sprout fire.

"Okay! I'll take that as a 'yes'." Dash becomes shocked of her fire powers.

"Miss Lady, cat, kitty… what are you doing?" Sweetie asked.

"Crusaders! Get behind me!" Dashie ordered and they do. "Listen, whoever you are… I don't know how you got here but I know you look like a Mobian. Are you related to Sonic or something?"

"I am nothing like Sonic!" She answered. "My name is Blaze the Cat. I come from another zone to seek you out."

"Seek me out? Why?" RD asked again before she quickly ducks her head to dodge a fire ball flung by Blaze. "WHOA!"

"Where are the Sol Emeralds?!" She intimidatingly asked.

"Yo, chill out. I don't know what you're talking about?" Dashie responded.

"Chill out?!" Blaze becomes infuriated and shoots another beam of fire at Dashie. She moves away once again as the fire hits some objects around room, ricocheting all around until it bounces off the white gemstone as it flies out of the clubhouse.

"The Sol Emerald!" Blaze shouted as the Emerald lands outside. Blaze turns back at Rainbow Dash. "I will deal with you in a moment." She threatened as her flames die out and she jumps out through the window to pick up the Sol Emerald. "At last, the first Sol Emerald. Now I need to find the other six."

Rainbow Dash floats down to ask her while the Crusaders watch from their window. "Uhh… hey, listen. I don't know what that was all about a minute ago but what do you say we start again from the beginning?" She holds her hoof out. "I'm Rainbow Dash, fastest flier in Equestria. Nice to meet you."

Blaze was just staring at the emerald before enough of Dashie's talk got her to look at her in the eye without a care. "I don't have time for your greetings." She starts walking off and Dashie flies in front of her.

"Hey! Whoa! Hold up!" Dashie glared. "First you threaten me and my friends, asking about some Sol Emerald which you have in your hand and then you just walk off just like that? What gives?"

"I only need one Sol Emerald so I can locate the rest. It acts a resonating radar. I've gotten all I can from you, luckily without a fight." Blaze said.

"So… what is a Sol Emerald?" Dash asked.

"Ugh!" Her patience growing thin once again. "The Sol Emeralds contain the ultimate power to change the universe. Without them in my hands, this world would be doomed." Blaze said. "Now, can you please just move out of my way so I can-"

Suddenly, a wild lynx bursts out of the bushes. "Raow!" It tackles Blaze to the ground, dropping the Sol Emerald while Dash becomes shocked of what's happening.

"A lynx?" Blaze said in confusion before kicking her legs up and off the lynx. The lynx lands perfectly and circles around Blaze. Around her surroundings comes a cheetah as it tries to claw her but she backflips away from it. "A cheetah?" Just as she lands a tiger pounces on her but she kicks it away from her. A panther then soars to her but she tilts her body downwards to dodge it's strike. "A panther? A tiger? What?!" And then a fluffy white house cat comes out of the bushes. "Meow." Confusing Blaze but then it hisses it her angrily changing her mood. "What kind of world is this?!" Blaze asked herself as she becomes surrounded by a group of wild predators and a house cat.

Rainbow Dash watches the whole thing without moving a muscle as she becomes shock about all of this. "Wild animals? A house cat? Where have I seen this before?" Dashie then gasps and tries to warn Blaze. "Look out!"

The panther makes a move but Blaze karate chops him down. The lynx and tiger attack around her but she does a roundhouse kick that blinds them and karate chops them out cold. "Whoa!" Rainbow Dash could not believe what she is seeing. The cheetah attacks next as it leaps towards her and she struggles with it for a moment. "I have no time to deal with this!" Blaze's hands become inflamed and burns the cheetah's teeth making it whimper in pain. "Sensitivity." She remarked. Blaze then notices the house cat about to pounce on her but Rainbow Dash kicks it away from her.

"You've got to get out of here!" Dash warned again.

"I was going to-" Blaze gets up but suddenly a puff of green gas exhaled from the cheetah's mouth covers her face and she passes out to the ground. "Lady?" Dashie sees this and gets tackled by the wild predators and the house cat who comes running in with a black eye.

Rainbow Dash is tied up by her hooves as she struggles with her bounds. "Let me go!" She grunts as she tries to break them apart but it was no use and out of the trees comes a large Persian blue cat creature with a hand on its tail. "Excellent work, my minions. The most glorious effort yet." He reveals himself and Dashie gasps. "I must thank you, Rainbow Dash. If you had not persuaded that cat about that gem I would be a complete waste of my talents."

"Ahuizotl!?" Dashie gasped. "But, what are you-?"

He circles around her. "Ever since you and that cursed Daring Do had foiled my latest plan to take over the world, I was running out of options." _[It happened in Friendship is Magic: Episode 4 of Season 4.]_ "So I decided to find something out of this world and I did." He picks up the Sol Emerald with his tail. "The Sol Emerald. A jewel containing the ultimate power. With this I can turn the world into my own rule and make everypony my eternal slave!"

"Not if Daring Do has anything to say about it!" Dashie reminded.

"Oh don't fancy yourself with your hero, Dashie." Ahuizotl said. "Even as we speak, Daring Do is already awaiting death's door."

Dash becomes horrified. "No! What did you do?"

"I lured her into a trap of a mystery she is currently on. In a temple at the edge of Everfree Forest. If only she had the power to hold her breath for a really long time." He said with a smile.

"No!" Dash is even more horrified.

"Although, I'm sure she can always escape, but I made sure all of my traps have not been tampered with so she cannot." He walks up to the scared Dashie. "How are you feeling now, Dashie? Scared that your lifelong hero will soon meet her end? Good? Let it sink in. Your anger is enough for me to handle."

Ahuizotl's cats grab Blaze who is still unconscious and carry her away.

"So long, Rainbow Dash. May you suffer the full might of my genius! Hahahahaha!"

Ahuizotl leaves and Rainbow Dash still struggles to break free. "Unnh! Ahh! No! Ahuizotl! You won't get away with this!"

Dashie cannot break free and slumps on the ground. "It's hopeless! I'll never get out of these!"

The Crusaders then come down from the treehouse. "Don't worry, Rainbow Dash! We'll get you out of there!" Scootaloo said.

Sweetie Belle uses her horn to cut off the rope, freeing Rainbow Dash of her bonds.

"You could have done that earlier while we were getting jumped!" Dashie complained.

"We're sorry. We were just… a little shaken up right now." Sweetie said. "What was all that about?"

"And who was that cat thing that just kidnapped Blaze?" AB asked as well.

"That was Ahuizotl; Daring Do's arch nemesis." Rainbow said.

"Isn't he a character in one of those books you read?" Scoots was confused.

"Yeah. I mean, not really… I mean… he is, but, not really fictional… Ugh! He's plainly a real life creature in which he's part of Daring Do's books that she actually wrote. What I'm trying to say is; He's very much real than fictional. Ugh!" She hoofpalms herself. "He's real, okay! Out of the books. Or was he? Oh, darn it!"

"Wow!" Sweetie becomes amazed. "Real life book characters! This is so exciting!"

"I know, right?" Scoots agrees.

Rainbow Dash was about fly off but Apple Bloom stops her. "Hey! Where are ya goin'?"

"I gotta save Daring Do before something bad happens to her."

"Can we come?" The Crusaders asked while Dash looked towards them.

"No way! After what we've been through last time, no way!"

"But, what about Blaze?" Apple Bloom asked.

"She can take care of herself." Dashie said with a glare as she flies off to find and save Daring Do. The Crusaders just look on with worried looks.

"You think Rainbow Dash was acting 'off her ego' a little bit over there?" Scootaloo asked her friends.

"If only there was some way we could help out." AB said.

"Maybe there is." Scootaloo thinks for a moment as she spots Ahuizotl's foot tracks on the ground.

* * *

Before we can see what Rainbow Dash will accomplish, let's cut over to Canterlot Castle where a court hearing of the Revenge Team (with the exclusion of Garble) is in progress. Trixie, Iron Will, Diamond Dogs, Lightning Dust, Gilda and the Flim-Flam brothers are joined in the court by the faces of angry ponies who were threaten by their way violence.

"Beware, ponyvilians, for I, the Great and Powerful Trixie will not repent upon your displeasure!" She said but a tomato thrown by Sea Swirl hits her face and she growls in anger.

Princess Celestia and Princess Luna enter the podium to hear listen to their crimes.

"Your Majesty. Iron Will gives you his most gracious apologies for trying to-" Iron Will was then silenced by Luna who raises her voice.

"Enough of your lies, IGNORANT MINOTAUR!" She spoke in her royal Canterlot voice. She covers her mouth for a moment and looks to her sister. "My apologies, sister."

"The Revenge Team." Princess Celestia speaks out. "You are hearby charged with not only disturbing the harmony of Equestria but also for the dark deeds you have done against it. That and for attempting to eliminate Princess Twilight Sparkle and her friends. I'm sure you each had your reasons to do so but I am also disgusted by your actions."

"Big whoop, ya big dweeb!" Gilda replied and the audience gasps. "I never like Ponyville to start with anyway. They're all just a bunch of lame idiots who dance around in the sunshine and love and share! Why don't you act tough for once?"

"How dare you speak of ponyfolk like that, cretin!" Luna becomes enraged.

"Get bent, night princess." Gilda says again and the ponies gasp once again by her insult.

Flim and Flam try to arouse the gasping crowd. "Uh… Hey, me and my good brother Flim were just kidding around you know."

"Yep!" Flam said. "We were just trying to sell our products to our savory customers."

"Oh really?" Luna responds. "According to my notes, you destroyed our planted trees and made them into your own cider juice."

"No, we didn't." Flam refuses that thought.

"Yes, you did." Luna said. "Using a giant machine to buy in your customers and drive the Apple Family out of their homeland. Very strict, weren't you?"

"The Apples are nothing but a bunch of hoof licking home wreckers! Their products are not even good!" Flim yelled. "Look what they did to my horn!" His horn is wrapped in bandages. (It was actually Antoine who sliced his horn off.) "We promised them a great service and they turned it down."

"Did I mention the part where you had attempted murder on them?" Luna adds and the ponies gasp.

"Everything has a price, right, Princess?" Flim said to Celestia.

"I am also disappointed in you, Trixie." Celestia spoke. "You were reformed from what Twilight informed me of and you even stepped up your limit and tried to overtake her."

"Frankly, princess, Twilight Sparkle is nowhere of being the highest level of her unicorn abilities." Trixie said. "It should be me who is the highest level unicorn. Me! Trixie, the all-powerful!"

"You are nothing but a washed-up magician, if I recall." Luna adds.

"Listen you-" Trixie was about to talk back but Celestia stops the conflict. "Enough!"

She is clearly displeased with their actions. "As Princess of the sun, it is my duty to decide your judgment. Revenge Team. For your actions and crimes against Equestria and for your opposition of Princess Twilight and her friends, I hearby sentence you to be locked up in the Canterlot dungeons for until you realize the meaning of your actions!"

The Royal pony guards then escort Trixie, Iron Will, Lightning Dust, Flim, Flam, Gilda and the Diamond Dogs down to the dungeons while the crowd of ponies boo at them. Derpy throws a muffin at Rover's face and he eats it, much to his enjoyment. Celestia watches them being hauled away as she closes her eyes in disappointment.

* * *

Over at the Fortress of Talicon. It seems to be in a state of repair ever since it's destruction. Ahuizotl walks into the main chamber to see his henchponies rebuilding the place, preparing for another ritual.

"Build faster! I want the stone pillar rebuilt right now!" He ordered and they hop to it. "Soon, once I gain the ultimate power from this Sol Emerald, I will conquer this pitiful world. No one, not even Daring Do can stop me! Not even that Rainbow Dash."

The henchponies are rebuilding the stone pillar, once used to place rings on it, but now it is built to a power syphon ray. "Once the moonlight shines upon the emerald, the light will power up the syphon and will shoot a beam right at me, empowering myself with the ultimate power. Hahahahahaha!" Just then, he senses a presence in the room and turns back to spot a small pony who hides again.

His laughs echo through the temple and beneath the temple is a dungeon and Blaze the Cat, still unconscious is chained there by the wrists. She groans as if she's slowly regaining consciousness.

* * *

It's right about nighttime and Rainbow Dash soars through and over the trees finding the temple. "Daring Do, hold on!" She screamed.

Ahuizotl talks in his thoughts as Rainbow Dash finds the temple. _"That Rainbow Dash won't be a problem for me however. She thinks she's going to save her favorite heroine, Daring Do." _Dashie storms through the temple and evades every trap and spear thrown at her. _"Truth is, Daring Do isn't really in danger. It's SHE who is in danger and she fell right into my trap. Just as I predicted she would." _Dashie breaks through one of the chambers where she hopes to find Daring inside. She spots a silhouette sitting in the middle of the room and Dash flew up to her to take a closer look. _"The Daring Do she's saving is none other than a decoy." _Dash becomes horrified that it's just a plush made Daring Do being held hostage and realizes she's been tricked. _"Say goodnight, Rainbow Dash." _The door that Rainbow Dash came from seals shut, becoming trapped and the whole room starts filling up with water. Dashie panics. _"Face it, you fool, you have been played. You loved your icon so much you were willing to save her, but you were too blind to see through my lie." _Piranhas start dropping in to the ever filling water. _"When I said 'I hope she can hold her breath for a really long time' I really meant you. You were the victim I was seeking."_ Rainbow Dash flew up to the ceiling trying to avoid the water but it continues to rise. _"When I saw you with Daring Do, I knew we would see each other as enemies. And now you're becoming a thorn just like she did." _The water reaches Rainbow Dash and she holds her breath. _"It's such a shame. And we were becoming such great adversaries from the start. Oh well, it doesn't matter anymore. Even as I think in my thoughts, you've already wasted your breath. Pleasant screams, Rainbow Dash."_

Rainbow Dash becomes submerged as the water already filled up to the ceiling as she continues to hold her breath. _(C'mon, Rainbow, think! What would Daring do if she was in a situation like this? Think! Running low on air!) _Dashie looks around the room and sees a brick sticking out of the wall. She swims toward it and pulls it out, unlocking a secret passage, but also sucks out all of the water and RD gets caught in the current. Dashie swam up to the surface of the flowing water and gasped for air. She was unable to fly out of the water as the water flowed across the hall. Dashie dodges the obstacles in her path before grabbing onto a hanging rope and pulls herself to safety. Dashie climbs out of the water and coughs. She was lucky to have survived the death trap but also puts on a glare of confidence. _(You may think I am too crazy to follow my hero's footsteps, Ahuizotl, but that doesn't make me helpless. As long as I have my bravery and heart, there's no way you can ever beat me. If my friends can believe then so can I, and that's what saved me.)_

* * *

Back to Blaze back in the temple, she is still unconscious in her chained up dungeon and a henchpony walked in with a tray of food for her. "You're lucky Ahuizotl has a thing for prisoners like you, kitty cat. He usually never does feed his captives, but he insists you'd stay alive to witness his wonderful performance. Using the Sol Emerald to gain ultimate power."

The phase 'ultimate power' enters into Blaze's mind and her eyes quickly sprung back to life.

Outside her cell, the henchpony gets flown out in a blaze of flames and the door breaks. Blaze then walks out with her unhooked chains melting into liquid by the power of her flames. The other henchponies look in surprise as Blaze's body burns in fiery anger. "Where is your master?!" She demanded and they throw spears at her. Blaze dodges the thrown spears and roundhouse kicks them into submission.

* * *

Rainbow Dash exits the temple after escaping her death trap. She flies on back to Ponyville but she spots Apple Bloom and Sweetie Belle waving and shouting for her. "Rainbow Dash!" They shouted and she flies down to them. "Girls? What are you doing here?"

"We came to find you! We have terrible news!" Apple Bloom said.

"Where's Scoots?" She noticed.

"That's the thing!" Sweetie explains. "Scootaloo! She's missing!"

"WHAT?!" Freaked out Rainbow.

"We were just fixing up our clubhouse after those cats ambushed it, and then Scootaloo just wandered off to find Blaze. We don't know where?" AB said.

"Why would she do that?" RD asked.

"She must have followed that Ahuizotl while we were thinking about helping you out. She just went ahead and tracked him down for you." AB said again.

Rainbow knows who it is and clenches her teeth. "She can't do that! It's too dangerous!" *sighs* "Okay… she went after Ahuizotl, and now I gotta save her. But if I don't hurry right now and stop Ahuizotl from conquering the world, it's game over for me."

"What about Daring Do?" Sweetie asked.

"That was just one of his tricks to have me out of the way for a while so he can focus on his plan."

"What kind of plan?" AB asked.

"I don't know yet. But I'll find out once I find his hideout."

"And what about Blaze? She's captured by Ahuizotl too, you know?" SB also reminded.

"She attacked me! Why do you think I should care about her?" RD asked.

"Because… She just became our friend." Apple Bloom said. "I'm sure whatever she tried to do to you was for no reason, but you can't ignore her like that. She's a nice cat and she's in trouble."

Rainbow Dash thought about for a second and understands. "You may have a point, Apple Bloom. But seriously, I saw the way she fought. What kind of trouble do you think she's in?"

* * *

Blaze fights her way through the halls of the Fortress of Talicon. She twirls herself around with a flame circling around her and burns through the traps intended to stop her. Blaze then speeds along the hall dodging spikes that are popping through the floor. Blaze then blasts open the doors that lead to the ritual chamber of the temple. Ahuizotl was expecting her to come through and smiles calmly as she enters the room with hands blazing in fire.

"You foul creature!" She says, sporting her angry stare at him. "Give that emerald back to me! It doesn't belong on your world."

Ahuizotl laughs. "Ahahahahaha! Poor child. I already know that."

"Then why do you persist?" Blaze questioned. "That emerald isn't meant to be in the hands of vile inhabitants like yourself! That emerald belongs in my world and must stay that way."

Ahuizotl walks down the steps and towards Blaze. "Now, now. Settle down, child."

"Don't tell me to settle down, and I'm not a child! I am a princess!" Blaze becomes angrier.

"Excuse me for my unpleasantness, Your Highness." He says as he bows.

"Just hand me back the Sol Emerald and I'll spare your life." Blaze said.

"Not until I gain the ultimate power." He refuses.

"Then tell me, Ahuizotl, if that's your name." Blaze asks. "Why do you crave power so much? What kind of cruel creature believes he deserves to be higher than anyone else?"

"You see, it's not about power or being on the highest level of superiority. It's the world. I blame the world for all of this. Everything it stands for. Peace. And prosperity. Harmony. It makes me think there's nothing better to do in this world but to scorn it for its law. I want to show the world the true meaning of peace. How I see the world. That is why I do these things. Just to prove to everypony that this world is filled with chaos and destruction." Ahuizotl explained.

"So… you seek for your own kind of peace." Blaze understands his sick mind. "I feel sorry for you. But… No one on this world deserves that cruel punishment. I should know better. It's you who should be condemned for these crimes!" Blaze's hands burns again.

"Ha ha ha ha ha ha ha ha!" He laughs evilly. "I figured you would say that." Ahuizotl jumps over to one of the giant pillars in the room. "But unfortunately for you, you won't live to see my greatness."

Blaze has now become enraged. "Give me back…" Blaze jumps towards him. "…THE SOL EMERALD!" She swings her leg across him but he  
ducks and grabs her leg, and he hurls her to another pillar. Blaze then shoots out beams of fire towards Ahuizotl and he jumps across pillars, dodging their impact. Blaze shoots an even stronger beam and it destroys the ceiling. Smoke then seeps out of the temple.

* * *

While back over to Rainbow Dash and the two Crusaders, they both see fire coming from a distance.

"Fire?" Rainbow Dash notices. "That's gotta be where Ahuizotl is!"

"What about Scootaloo!?" Sweetie asked again.

"Maybe Scoots is over there right now!" AB jumped.

"Only one way to find out!" Rainbow flies at full speed towards the temple. "Stay here! I'll handle this!" She said to them before taking off.

* * *

Blaze and Ahuizotl continue to battle each other. He throws all sorts of deadly weapons at her, such as a spiky mace and arrows at her. Blaze fires more of her flames at him and kicks him in the face. Ahuizotl tries to crush his fists down on her, but she backflips and punches his gut.

"Ready to give up yet?" Blaze asked.

"No, but are you?" He retorted.

His lynx jumps towards Blaze but she punches it out of the way. "You should stop trying to sic your henchmen at me more often."

"Clever girl. Just what are you anyway?" He asked calmly.

"Someone who should not be trifled with. Now give me back my emerald!" Blaze demanded again as she flying kicks towards Ahuizotl but he jumps to a higher pillar, evading her attack.

"I'm afraid I cannot do that, my dear." He points up at the moon. "You're too late."

The moonlight is nearly reaching the pedestal and Blaze gasps. "So that's your plan. You want the emerald's power so you can use it to cause destruction to the world. You want to show the world its true meaning of peace? By killing millions of innocent lives?" She becomes even more angered. "I'LL DESTROY YOU!"

Blaze raced up to him but suddenly Rainbow Dash swoops in from the hole and punches out Ahuizotl who did not see her coming. "Take that, Ahuizotl!" She smirked and landed right in front of him. "I did it! I knocked him out! Awesome!" Rainbow Dash fangirls again but Blaze shoots a fire ball that barely missed her. "WAH!" She turns around to see Blaze again who is even angrier than ever. "Oh, you again!"

"What are you doing here?! Leave now! He's mine! He must pay for what he's done!"

Dashie kept her confidence and cool and she talks it out with Blaze. "Hey, cat lady, Blaze, whatever… I don't know if you haven't noticed but this guy is going away for a long time."

"He plans on destroying the world, blue pony. Now move out of the way!" Blaze demanded.

"Well, duh." Dashie stuck her tongue out. "He plans on destroying the world all the time." Suddenly she realizes Blaze's intentions. "Wait! You're not going to kill him, are you? Are you crazy?"

"It's safer for the rest of us. He must not be allowed to live." Blaze said. "Now… I will not ask again… move out of my way!" Blaze shoots another beam of fire and Dash dodges again before setting foot on the ground.

"Hey! Killing somepony whose evil sounds kinda harsh. I mean, sure he's bad… but sometimes, even bad guys don't deserve to die."

"He deserves to rot for what he's going to do!" Blaze said. "It must be done."

"Hey, c'mon. I was in the middle of learning a lesson here." RD complained.

"These vile incompetents never learn anything! I stopped people once before and yet they continue to do the bad deeds they were sworn to do. There's no tolerance in their defeat, only lust." Blaze said. "And their lust grows stronger and more uncontrollable. Now for the last time, MOVE!"

"You are certainly one mysterious feline I've ever met." RD said. "You're sounding like something Twilight would say."

"Why are you still in my way?" Blaze ignored her words. "If you won't leave…"

Blaze attacks Rainbow Dash with a roundhouse kick she just dodged with her agility. "Hey! What are you doing? Are you going to fight me?" She asked before meeting a fist to the face by Blaze and tripping to the ground. "I'll also take that as a 'yes'. You know, we gotta stop meeting like this."

"Shut up!"

Blaze and Rainbow Dash begin their fight with each other. Blaze strikes first sending waves of flames towards her buts she uses her wings to generate wind and blow the flames out. Blaze flame kicks Dashie to the wall but she whips her tail at her. Dashie bucks Blaze in the stomach, sending her flying towards the pillar. She opens her angry eyes again and spins around with flames. Dashie avoids her Fire Spin move and bonks her head with her hooves. Blaze however gets the advantage and grabs Dashie by the tail and hurls her around before tossing her to the pedestal in which she hits her head on. Dashie felt her pain before coming back to her senses and glaring once more. Blaze speeds towards RD who floats up and catches her by speeding around into a whirlwind. As Dashie spins around Blaze she begins to lack oxygen due to her flame powers and struggles to breathe. Dashie was just about to beat her but Blaze explodes into fire again, pushing Rainbow away. The two then looked at each other.

"I said I will put him down!" Blaze said.

"You keep saying that." RD replied. "But putting him down isn't going to change anything."

"What do you know?" Blaze questioned in anger. "I am the guardian of the Sol Emeralds. It's a fate that I am forced to live with my curse. My flames... Because of my powers I have always been alone. I have to do this on my own! It's my responsibility!"

Rainbow Dash is shocked. "Whoa. That's a bit too far going about it.. But that's not true. You can never do things alone. I mean… carrying the entire world over your shoulders… that's a little too much don't you-"

"ENOUGH!" Blaze has finally reached her limit and becomes engulfed by her flames. Dashie becomes shocked and scared by her rage. She dashes towards her but Dash flies off the ground not wanting to be burned. "Fight me if you dare!" Blaze shoots a fiery blast at Rainbow Dash in which she dodges and blows a hole in the ceiling. Dashie then spots a raincloud in the sky and smiles. She grabbed the cloud while dodging more flame beams Blaze tosses at her. "Stop turning tail and fight!"

Rainbow Dash manages to get the cloud beneath her and jumps up and down on it, making rainwater drop on her and all of her flames have been doused completely and she becomes weakened. Dashie successfully tamed Blaze and walked up to her. "Hey, are you okay?"

"I have to… protect… the Sol… Emeralds…" Blaze sadly said. "I must…"

Dashie feels bad for her. (She seems like she had a rough past or something.) Dashie helps Blaze up. "Look. Just because you can do things on your own doesn't mean you're any better than the rest of us. Just take it easy and be yourself. Always count on your friends."

"Friends…? I don't even know the meaning of that word." Blaze said.

"You always need friends to do the hard stuff 'cause if you're doing it alone, well, you won't make it anywhere. Friends are who stick by you till the end, the closest of friends live inside your heart forever. That's what friendship is all about." Rainbow Dash explained.

"…" Blaze thought it over. "That's… You're right. I guess I lost my temper during that last fight. I should rely on my friends more often."

"That's the spirit!" RD smiled in happiness. "Let's start over from the beginning. I'm Rainbow Dash. Nice to meet you."

Blaze also smiles and decides to greet RD properly this time. "Yes. I'm Blaze… It's nice to meet you too."

"Awesome!" RD exclaimed.

But suddenly Ahuizotl had already regained consciousness and laughed. The two smirked as they look at each other.

"How about one more round to kick this guy's butt?" RD asked.

"Sure." Blaze agreed.

And the two raced toward him but they stop dead at their tracks to see that Ahuizotl is holding an unconscious Scootaloo in front of him. "Can you do so without hurting your friend?"

"SCOOTS!" Dashie screamed and then growls. "Let her go!"

"Nice try, but no." He held onto her as he talks. "You're pretty lucky to have survived my trap, Rainbow Dash. Did you really think I was telling the truth?"

"You're always deceitful, Ahuizotl, I read it in the books." She says.

"So you say. Well, did one of the books ever referenced this?!" He points out to see his pedestal with the Sol Emerald placed on top as the moonlight shines on it.

"The Sol Emerald!" Blaze screamed.

The moonlight makes the emerald glow bright and Ahuizotl cackles. "At last, I will finally have my revenge!" He continues to use Scootaloo as his shield to prevent the two from intervening. "And I'm not about to let you two stop it now! It's finally time!"

"No!" Blaze resisted but RD pulls her back by biting on her tail. "HEY!" Dashie pulls her away just as the white emerald glows immensely and shoots out at Ahuizotl. He throws Scootaloo out of his hand as he becomes purged by the illuminating beam and starts growing in size. He moans in pain as he grows and the foothold beneath him breaks. Blaze manages to catch Scootaloo but the ground breaks below her feet and falls. But Rainbow Dash catches her and carries them back to safety.

The two witness in horror to see Ahuizotl has grown to the size of his own temple and cackles. "Now I am, Ahuizotl, the Destroyer of All Things!" He crushes the temple walls causing debris to fall and bury Dashie. Blaze and Scoots underneath. He then exits the temple by smashing through the wall and walking out onto the plain.

* * *

Ahuizotl, now a giant, walks through the Everfree Forest and crushes down some trees in his wake. He burns down some trees with some fire breath and laughs at his new found power.

Back in the temple, Blaze manages to break through the debris with the help of her pyrokenetics and helps Rainbow Dash and Scootaloo out.

"Thanks." RD said as Blaze pulled her out.

"That's what friends do, right?" Blaze said now feeling confident.

"I guess so. You certainly got the hang of it." RD said.

"But now, your world is helpless." Blaze starts feeling bad. "That madman is going to do unspeakable things."

Scootaloo groans, regaining consciousness. "What happened?"

"Never do that again, Scootaloo." Rainbow Dash said.

"Sorry, Rainbow Dash, but I wanted to find Blaze." She looks to her. "She's my friend as well?"

"We are?" Blaze becomes shocked.

"Of course." Scoots said happily as she got up. "You wouldn't do anything bad to hurt me. I knew you were good from the moment we saw you. You're a good friend."

Blaze felt her heart touched and puts her hand on her chest in confusion. "This feeling… Is this what friendship feels like?"

"It sure is." Rainbow Dash nodded. "Take it up with my friends. They know all about friendship. And I mean ALLLLLL about it. We wrote letters and entries about what we learnt from one another. You should try it sometime."

"Feelings…" Blaze smiled and a tear drop falls from her eye.

"Right. Only one last thing to do. Stop Ahuizotl!" Rainbow Dash prepped her wings and floats off the ground. "I'll take him down."

"I'm coming with you!" Blaze said.

"No. I've got this. I know him from the back of my hoof." Rainbow said.

"I can't let you do it alone! Let me…"

"You've got to keep Scootaloo and the others safe." Dash told her. "Apple Bloom and Sweetie Belle are still out there and they need your protection too. If you don't, they'll be flatten like pancakes under his foot!"

"But, Rainbow Dash?" Blaze becomes worried.

"Trust me, I got this!" Dash assured once again.

Blaze paused for a moment. "… I understand." Blaze said. "But what about what you said about friendship?"

"Sure you can't do things alone. But believing in the ones who are closest to you is part of friendship." RD smiled again.

Blaze nods her head and grabs Scootaloo. "I will get the others out of the forest while you handle Ahuizotl. Be careful."

"Hah! I'm too awesome to be careful." Rainbow Dash quipped and flew out of the temple through the hole while Blaze sped off to fetch Apple Bloom and Sweetie Belle…

* * *

…Who are walking through the forest back the way they came. "You think Rainbow Dash and Scootaloo are okay?" Apple Bloom asked.

"I'm not sure. I'm more worried about Blaze." Sweetie looked worried as well as Apple Bloom.

But suddenly the ground shakes and they jumps up in fright.

"You hear that?" Asked AB.

"Yeah? What is it? Earthquake?" Sweetie asked.

The ground shakes again and they turn back to see the giant Ahuizotl walking towards them and laughs. The two fillies scream and gallop for their lives as his foot hits the ground near them.

"Tremble in fear! Hahahahaha!"

He tries to stomp them again but Blaze speeds through the woods and nabs the two fillies before his foot impacts the ground again.

"Blaze!" AB and SB screamed in joy.

Ahuizotl, enraged, exhales his flame beam at them. "Hold on!" Blaze told them as she sped through the trees, avoiding the shredding beam behind her. Until she finds a safe spot and puts the two fillies down where Scootaloo is.

"Girls!" She chirped and they all hug each other while Blaze tells them. "We'll stay down here where it's safe."

"Wait! Aren't ya gonna do somethin'?" Apple Bloom asked.

"I am." Blaze closed her eyes and believes.

Ahuizotl looks around for anymore bystanders but then Dashie tapped her hoof behind him. He turns around and is met with a buck to his nose. "How do you like that, Ahui-doofus?"

He growls and tries to claw at Rainbow Dash but she dodges. "I will crush you, Rainbow Dash!" He screamed and he thrusts his fist forward at Dashie, sending her crashing through the woods and knocking down some trees. She shook her head and glares again and dashes toward him again. He starts pulling out trees from their roots and starts throwing them at her. Dashie dodges side to side as she sped towards her opponent. Ahuizotl throws his fist forward again but Rainbow manages to lift in the air more and land on his arm. He notices this and tries to shake her off but Dashie held onto his arm fur, making her unable to shake off. Rainbow then uppercuts his chin and bucks his eye, making him scream in pain. "Ahhh, you little-!" He then starts swinging his arm around, trying to hit Rainbow but she lies on her back in mid-air and yawns as she evades all around them. "Impossible! You can't seriously be this good!" Ahuizotl shoots his flame breath at her but Dashie flies to a nearby lake and spins around into a tornado, lifting the water out and hurling them into Ahuizotl's mouth, causing the flames to be doused and making him unable to breathe fire again.

"You can't beat me! I am invincible! I am the all mighty!" He screamed.

"You may be all mighty and wrapped in black, Ahuizotl, but you still don't recognize one thing. You have all the power you can control while I have my brain and wits. I recognized those kinds of tactics in the books, why… because I love reading. And… I'm an egghead!" She smirked while Ahuizotl glared.

"You think… you're smarter than me? Daring Do never accepted that, but she always does have the advantage. What makes you think you do?"

"I don't. I just have to believe in myself."

"Famous last words." Ahuizotl gets ready for one last attack to finish off Rainbow Dash. "This is the end for you, Rainbow Dash!" He pounces up into the air and tries to claw at Rainbow Dash. She dodges once and starts taunting him with words again. "It's the same formula that works for both the real world and literature!" He strikes again with a swing but she jumps up. "The villain always has a plan and the heroine always stops it!" He strikes down on her with her fists and impacts the ground, thinking he has finally destroyed her but RD pops out through his fingers and flew straight at him. "The villain has the advantage, but the heroine always wins in the end!" She strikes him down with a blow to the face. "And that is just one simple fact!" Dashie makes one powerful kick to his face one more time before he finally falls to the ground, defeated. All of the power inside of him drains out and he shrinks back down to normal size.

The Sol Emerald then reappears in front of Rainbow Dash and she gazes upon emerald as it glows. "Whoa…" The emerald then drops down and lands in Blaze's hands. "Finally, the first Sol Emerald. Only six more are out there."

Rainbow Dash then floated down to her. "Oh. I see. So they're like the Chaos Emeralds. Unlimited power."

"Yes. Strange, though. How could 'otherworlders' like you know so much about the Chaos Emeralds?" Blaze had to ask.

"We've been through a rough stage with Sonic a few months back." Rainbow Dash said. "You two should really get to know each other more."

"Thank you. But my mission comes first." Blaze barely accepts. "I only wonder what will befall on your opponent now." She asked looking at Ahuizotl who slowly tries to get up but gets pinned back down to the ground by, the adventurous pony herself. She lifts up her pith helmet and smirks. "I'll take it from here." Said Daring Do.

"Daring Do!" Rainbow Dash screamed in excitement while Blaze becomes confused again.

"Nice to see you again, Rainbow Dash. I saw the way you handled yourself up. That was pretty amazing." Daring complimented.

"Thanks." She blushed.

"If he's your arch-nemesis, then where were you when all this had transpired?" Blaze asked.

Daring explains. "Apparently, Ahuizotl's plans were carefully mapped out when a strange gem was sighted near Ponyville. To prevent me from ever reaching the town, he had hired Dr. Caballeron to sic his henchponies on me and took me hostage for 'my own good'. Luckily, I had manage to escape them but I was a bit too late when Ahuizotl's plan succeeded. But you managed to pull it off, Dash. You're more awesome than me."

Rainbow becomes excited. "Ohmigosh, ohmigosh, ohmigo-" But Daring stuck her hoof in her mouth to prevent her going crazy again while giving off a tired expression. "I mean… thanks, Daring." Dashie kindly says.

"Now about that gem." Daring points to the Sol Emerald Blaze is holding.

"It's mine. There are more outside your world. I'm sorry, but it's my responsibility to protect them." Blaze says.

"Don't apologize. I know that look." Daring points out. "You've been through a tough path, just like me. Well, if you hadn't run into some pony like Rainbow Dash, you wouldn't be so caring and trusting. I know I have. And you could learn a lot from her and the others should you come across."

"Thank you." Blaze said before going silent.

Daring looks to Ahuizotl. "Now, then. Time to put you in a place where you won't break free from, Ahuizotl." She carries the tied up villain up into the air and waves Rainbow Dash goodbye before flying off.

**("Raisin' Me Up" plays in background.)**

Rainbow then turns over to Blaze.

"So what will you do now, Blaze?" Rainbow asked.

Blaze looks up at the sky and gives off a determined look. "I must keep moving. There are other Sol Emeralds around the universe, and anyone of them are on those other zones. Whether here or Mobius, I must not give up on my search. It has, however, been quite the experience with you."

"What about?" Dashie asked.

"I cared less about having friends at a young age. When I was cursed with the flames I was sworn to protect the Sol Emeralds, that if they ever fell into the wrong hands; our worlds would become unstable and… well, I don't want to think about the worst case scenario. But I can't let that happen. It's always been my responsibility that if someone were to get in my way, I would… I don't know."

"Hey, listen. Having friends isn't bad. You just gotta rely on them more than yourself. Just be happy for once that you made one."

"Who?"

"Me."

Blaze becomes shocked. "We're… friends?"

"Sure we are." Dashie kept her cheerfulness. "Having friends is important in life. They fill your heart with sunshine and you never lose their spirit. I'm probably going to say this over and over but… If you believe in your friends and if they believe in you, then you're both connected into a strong and powerful force of friendship."

"And what is that?"

"Love."

"Hmmm… Love…" Blaze thinks. "I find your words to be filled with wisdom… but I should just concentrate on the mission. But after today… I will take your word and see it for myself."

"Sweet!"

"Anyway… I should get going. Thanks for everything, Rainbow Dash."

"Not a problem, Blaze. Good luck on your mission."

"Thank you."

Rainbow Dash flew up to Blaze and hugged her. Blaze found it uncomfortable at first but she manages to embrace it and hugs back. After they release each other from their grasp, Blaze transports herself out of Equestria using the Sol Emerald and disappears in a blaze of fire.

"Bye, Blaze." Rainbow said again before she flies off, reuniting with the CMC who told them that Blaze left the world to continue her quest. Scootaloo was a bit sad that she was gone but believed that she and her friends can see her again.

* * *

Blaze is seen again, walking down the Cosmic Interstate and thinking what she has learned. _(These ponies… They are very extraordinary. I can't believe I'm saying this but… I feel… different… like my heart is being engulfed by some sort of energy that I have never felt in my entire life. This… magic. The magic of friendship. So many wonders…) _Blaze looked at her Sol Emerald. "Maybe… there's a powerful magic in all of us. I've got to believe that it's there." She closed her eyes for a moment and then opened them with a smile. She then continued to walk down her path as she left behind a tear drop that formed into a heart.

**(Music ends.)**

* * *

_"My day started out boring… but when I met Blaze, things took a turn for the worse. That is until I managed to see that there was some good inside her and that she didn't understand the concept of friendship. I learned that no matter where you go, always remember that your friends are with you inside your hearts, 'cause they give you lots of courage like I did." _Rainbow Dash wrote in her journal in the Golden Oaks Library.

Twilight then came down and greeted her.

"You look like you had an amazing adventure." She said. "What happened?"

"Oh." Dashie kept this a secret. "Nothing special. So, did Princess Cadence get your message?"

"I just sent her a letter. She'll be reporting back to me by tomorrow of her arrival." (Which sets up the events for the episode "Three's a Crowd".) Twilight said. "So… what did you do today, Rainbow Dash?"

"Just learned a very important lesson on friendship." She responded as she smiles sincerely.

"So important, huh? What's that?"

"We're all connected. Always." RD says as she looks out the window at the sky to see a cloud shaped like a Sol Emerald and she smiled.

**The End**

* * *

**My Little Pony is owned by Hasbro. Friendship is Magic is developed by Lauren Faust.**

**Sonic the Hedgehog and other characters belong to SEGA.**

**Thank you for reading.**

* * *

Inside the Canterlot Dungeon. The Revenge Team sit in their individual cells.

"This blows!" Lightning Dust complained as her hind leg is chained to the ground of her cell.

"Don't hold your breath, Light. This whole castle blows!" Gilda complained also.

"If you can't do the time, don't do the crime." Iron Will said. "I should write that for my next catchphrase."

"This is the worst, right brother?" Flim said.

"The worst indeed." Flam said.

"Spare any change, shiny guard?" Rover holds a cup in his hand to the pony guard behind the bars while Fido plays a harmonica and Spot lies sleeping on the ground.

Trixie in her cell becomes infuriated by their complaints. "Enough, the both of you! We're in here because of 'you know who'."

The villains have no clue. "Who?" Iron Will asked.

"TWILIGHT SPARKLE, YOU BULKED DIM WIT!" Trixie screamed.

The guards tapped on the bars. "Keep it down in there! The other prisoners are sleeping."

"Oh and that's another thing." Trixie points out. "THERE ARE NO OTHER PRISONERS BUT US!"

"Stop screaming or there won't be any supper to be delivered for you." The pony guard told her.

"Excuse me, but I, the Great and Powerful Trixie, deserves to have her supper how she likes it." Trixie said but the guard didn't respond and she grunts in angst. "I don't care if we have to be locked up in here. Scourge didn't help much and he's already imprisoned as well. All I want is to have my revenge on that insolent alicorn that is, Twilight Sparkle."

There was silence in the room and Trixie looked at her followers. "Well?"

"In case you haven't notice, Great and Lameo Trixie, we're locked up in here."

"Well then dig us out!" Trixie demanded.

"Can't." Rover responded. "The floors are lined with led. I can't make a dent."

"There has to be some way out!" Trixie demanded a way out but then a warp portal appeared behind them and they stared in confusion.

"If you desire a way out… then you're just the kind of pony that I am looking for. So full of hatred and lust for power. Just the way I like it."

"Who are you?" Trixie asked.

"Step forward into the portal... and you will know."

The voice sounded so dark and Trixie turned to look at her accomplices. She then took her chances and stepped her hoof into the portal and it disappears, leaving the others behind with shocked expressions.

Trixie then found herself someplace else in a dark smoggy realm. "What is this place?"

A figure walks towards her. "This is the realm where all dreams end and nightmares begin."

Trixie looked back and faced him. "I don't know what to say to you. But who in the world are you?" She asked again.

We get a glimpse at a very black hedgehog with crystalized quills and looks identical to Shadow. "I am Mephiles. Mephiles the Dark, and I can show you the true meaning of revenge."

**To be continued… in the next story coming in late February.**

* * *

**Off Words **(parody of Off Panel.)

Sonic: Wow. That guy's back. The guy that looks like Shadow.

Rainbow Dash: I know, right?

Sonic: What other surprises does this author have in store for us?

Rainbow Dash: Well, he is working on another project. But it's not gonna be out for a couple of months.

Sonic: I hear ya. Any other characters gonna be in his next big story after this one?

Rainbow Dash: You won't believe this. I hear he's going to add a couple of fan-favorites.

Sonic: No way! Who?

Rainbow Dash: Well, there are already a couple of newbies like Silver, Omega, Babs Seed and plenty more.

Sonic: Cool. Sounds like this author's got a lot on his mind then. Can't wait to read his next story.

Rainbow Dash: Speaking of which, those Marvel parodies he made over July last year. What happened to them?

Sonic: Espio told me that he got kinda frightened because of some storm brewing about Fanfiction that doesn't allow copyrighted material. I guess he finally realized his mistake and took them off the site.

Rainbow Dash: What was he doing it for?

Sonic: I dunno. I hope he's better now. I feel sorry about all that effort he put in.

Rainbow Dash: Well, I'm sure he can think up of new ideas.

Sonic: Sure, I guess. He said he'll be sticking to this series for now. So, about that big story of his?

Rainbow Dash: Apparently, the author is planning on posting it by the end of the Equestria Games arc in Season 4.

Sonic: That's gonna be tough. Anything special happening in this story?

Rainbow Dash: Well, I hear that there's gonna be a romance subplot in it.

Sonic: Between who? Bunnie and 'Twan?

Rainbow Dash: Nope.

Sonic: Fluttershy and Big Mac?

Rainbow Dash: Nope.

Sonic: Tails and Cosmo?

Rainbow Dash: Cosmo isn't in this story.

Sonic: Then who?

Rainbow Dash: You and Amy.

Sonic: WHAT?!

* * *

**Don't worry, Sonic. I'll try not to make it too mushy.**

**Show some support. Bye!**


	2. Dark Reflections

**My Little Pony/Sonic the Hedgehog**

**FRIENDS & FOES**

_A new one shot. Starring Twilight Sparkle and Shadow the Hedgehog and featuring the evil Mephiles the Dark._

* * *

**_DARK REFLECTIONS_**

_(Shadow's P.O.V.)_

Every time I sleep, I always have the same dream.

I'm running down a long corridor, holding the hand of a ten year old girl wearing a blue dress, blonde hair and blue eyes. She was breathing from the exhaust of her own breath as I ran as fast as I can, trying to outrun the invading soldiers. As I ran through the Space Colony ARK I see scientists being brutally taken down by those GUN soldiers and make a stop. I turn back to see if I lost the soldiers and looked through the window overlooking the cargo bay, watching my creator, Gerald Robotnik being taken away into the drop ship.

"Grandpa!" She yelled and I started running again before grabbing onto her hand. "But, grandpa! We've got to go back!" She kept yelling in distress but I just kept running. It happened so fast. For the first time in my life I was afraid. We entered another room, but then I turned my head and see more soldiers closing in. I manage to press a button to seal the doors before they could barge in and started pondering to myself on why this had to happen. But then...

BANG!

I heard the sound of a gun going off and I turned my head to see the girl falling to the ground. I see the soldier who shot her in the back and I clenched my teeth in anger. The soldier took aim at me but I spin dashed at him to the next area and landed in the center of the room. I was about to go close in on him but just then a glass tube came from above my head and sealed me inside. I was shocked about this but then I saw the girl, bleeding from her back and holding the lever to release me into space.

"What? Wait!" I tried to call for her but then she started spreading words into my head.

"I am begging you... Shadow... Please help them... Give them something to be happy about..." I started shedding a tear as she says her final goodbye to me. "Sayonara Shadow the Hedgehog." She shed tears as she used her last strength to pull the lever and launched me into space.

"MARIAAAAAAA!" I screamed as I was sent plummeting into the reaches of space as I hear her collapsing to the ground and echoes.

And then I woke up.

* * *

_(Normal View)_

"MARIA!" Shadow sat up quickly on his bed in a dash of fear. She looked around his surroundings to see that he is back in G.U.N. HQ. He felt his head in a bit of pain and groans.

**_The Next Morning_**

Shadow was in the Gym, throwing punches and kicks at his teammate. The robot, E-123 Omega, was once created by Eggman to destroy Sonic. But after Eggman's now destroyed defect, E-102 Gamma uploaded his data into his mind, Omega is now an ally of Shadow. They were in the middle of a sparring session, and Shadow continues to throw some blows at Omega's metal gauntlets at a fast and aggressive pace.

"Shadow." Omega talked. "I sense something is wrong." Shadow ignored to respond and continued to punch at his gauntlets. "Ever since the special zone, you have begun to show your compassion… but now… it seems that a new problem is blocking your current mission."

Shadow ignored to respond again and kicked Omega to a wall, trashing up the GUN weaponry. Shadow breathed from exhaust and stared at Omega before silently walking away. "Hmph." He huffed. Omega got up and watched him leave.

_"Attention! Attention! Team Dark. You are to report to Commander Tower at once. Team Dark to Commander Tower immediately." _The PA ringed.

* * *

Over at the mission briefing room. Shadow, Rouge, Omega and Hope Kintobor entered and Rouge spots Shadow's unpleasant look.

"Wow, Shadow. You look real pent up. What happened?" She asked.

Shadow was silent for a second until he responded. "Couldn't sleep."

The team took their seats and the commander cleared his throat and talked.

"Now then. First off: I would like to thank Team Dark for retrieving the Chaos Emerald from the Special Zone." (Read "Sonic Universe: Issue 4".) "Your efforts have helped us maintain our resources to the community."

"No biggie, Commander." Rouge said. "It was a real blast."

"Anyway… Team Dark, we have another request for you." The Commander explains. "You all remember the 'Chaosmare Incident'? The ponies from another world?" He shows an image of Equestria. "Ever since that event, we've been picking up energy scans throughout this world. Our scientists believe it is 'Dark Energy', but that has yet to be confirmed."

"We're spying on cute little ponies now?" Rouge asked in disbelief.

"They may seem harmless but we cannot underestimate their power. Even after the Xorda attack, specific clarifications are needed. We need to keep an eye on what develops. You should've figured that out by now, Agent Rouge." Tower said.

"No way!" Hope becomes excited. "Ponies!? I think I'm gonna faint. I love ponies!"

"Kid, you need to grow up." Rouge retorted.

"What?" Hope stares at Rouge. "It's always been my dream. I've never seen a pony when I was born into this war, and I can't doubt this would be my chance to actually see one."

Shadow then asks. "What dark energy?"

The Commander answers. "Powerful remnants left behind when our world crossed over to theirs. There could be signs of life left behind ever since the arrival of the mysterious ponies."

"Then that Dark Energy could link up with the Unicorn Magic and Chaos Energy combination." Shadow thought. "What's the task, Commander?"

Tower shows a computer screen showing the map of Ponyville. "Your task is to re-enter Equestria and find the source of that energy field. If you can contain it, then we won't have to worry about another pony invasion."

"Either that or an invasion of **little fluffy bears with pictures on their stomachs** would be bad enough already." Rouge remarked.

"I volunteer to take that task, Commander." Shadow jumped up from his seat. "I'll do it alone."

"Are you sure, Shadow? This could be dangerous." Tower said.

"That thing could be a threat to the universe. Only someone as powerful as I can contain it. I'm perfect for the job."

"Shadow, please. Let me come." Hope pleaded but Shadow refuses.

"No, Hope." And he starts walking out of the room.

"The least you could get is the help of your friends, Shadow." Rouge called out.

"You'll just be in my way." Shadow replied coldly and Rouge grunts in disgust while Omega watches him in silent. Clearly he knew there was something wrong with Shadow and his problem of counting on friends. Hope feels the same thing too.

* * *

In the Gym, Shadow is throwing punches at a training dummy to match his skills. He's in deep concentration as he practices. But then his visions of the past haunt him again. He sees himself running down the hall to the point where Maria was brutally shot in the back and when he got injected into space. Those play through his mind as he continued to aggressively punch the dummy before delivering a powerful ramming punch that sends it flying to a wall and it shatters. Shadow breathes angrily upon his stress and then turns around to see Hope. She was a little bit scared of how Shadow was acting and he lets out a sigh.

"Did I frighten you?" Shadow asked as he walked over to the smashed dummy.

"A little bit." She replied.

Shadow picks up the head of the dummy and stares at it. "Sorry…"

Hope walks up to him and they talk. "Shadow… Are you feeling okay? Something wrong?"

"I'm just…" Shadow sees Maria in his eyes again as he stares at the dummy. "…tired…"

"What's wrong, Shadow?" Hope puts her hand on his shoulder. "Why were you so rude to Rouge and Omega? They only want to help."

"I don't need it." Shadow replied.

"But that's what FRIENDS do!" Hope said.

"What do you know about 'friends'?" Shadow asked.

"They are what helps you get through the hard stuff in life." Hope said. "They stick by you no matter what."

"NO THEY DON'T!" Shadow screamed and Hope fell to the floor in fear. "First you make good friends who look up to you and then moments later you lose them. It's happens in a flash! They don't stick by you. They get in your way and then you lose them. You feel guilty of it later on and it haunts you for the rest of your life!"

Shadow stops his rage and sees Hope sobbing on the floor. He calms down and helps her off the ground. Shadow wipes off her tears.

"I'm sorry… I… I just… need…" He stuttered but he turns away. "I need to get some air." Shadow walks out of the room while Hope looks sad.

* * *

Over at Equestria. Twilight Sparkle was in the library, putting some books back on the shelf with the help of her friends as they recover from their recent mishap.

"There. That's the last book recovered and returned." Twilight says after placing the last book back. "Thanks for helping me putting all of these books back on the shelves, girls, even after you altered them."

"Well, it was certainly quite the journey we had." Rarity said.

"Totally awesome." Rainbow Dash agreed.

"Super DUPER awesome!" Pinkie shouted.

"I really am going to miss that bookworm though." Fluttershy said. "Who would've known he'd turn out to be such a good little worm?"

"Don't worry, Fluttershy." Applejack said to her. "I'm sure he's havin' some good adventures of his own already." (Read "MLP FiM: Comic Book #15-16" for the full story.)

"Well, it's been fun, girls, but I got a hit the hay. See ya!" Rainbow Dash flies off.

"Wait a minute. You can't hit the hay, you eat the hay." Pinkie thinks to herself of what Dash said. Rarity then looks to Twilight whose mood is changed.

"Twilight? What's wrong, dear?"

She looks up. "Oh, nothing. I don't care if the stories are different now it's just that…" Twilight paused for a moment.

"It's Sonic again isn't it?" Rarity guessed.

"Yeah." Twi looked down in a bit of sadness.

"Cheer up, Twilight." Applejack calmed. "Just because we had one rousing adventure with a cool hedgehog doesn't mean it will be the last."

"But that's just it!" Twilight said. "Ever since Enerjak Tiara killed me, my subconscious mind was always on how I let myself be so far apart from my friends. When I was brought back to life by the Chaos Emeralds I realize how far apart I would be if it happens again… I'm just… not feeling like myself."

"But you're okay, right?" Spike asked.

"Of course. But not really." Twilight flopped her ears. Twilight then puts her hoof to her chin and thought of something. "Back on Mobius, Mogul said he came to our world using a Warp Ring, right?"

"Well, of course." Rarity said.

"If only there was some kind of spell I can muster that can transport us back to Sonic's world." Twilight said.

Applejack rejects that thought as she starts reminding Twilight. "But Unicorn Magic and Chaos Energy don't mix well. We all saw how it happened when we were on Mobius."

"The only way we could travel there is a Warp Ring of our own." Pinkie said.

"Luna said that a unicorn casted a dimensional time travel spell without supervision." Twilight thought. "And the only way she and Celestia came to Mobius was through a Super Warp Ring. That means that spell still exists."

"Where will you find that spell?" Flutters asked.

"It's probably still in the "Star Swirl the Bearded Wing" back in Canterlot Castle." Twilight said. "That's where all of Star Swirl's spells and magic are documented even the ones he hasn't even made."

"Are you sure Princess Celestia won't mind you asking for that particular spell?" Rarity asked in a bit of worry.

"I doubt it, but it'll be worth a shot to know." Twilight said.

* * *

Over in the grassy plains of Ponyville, a black puddle wades through. It passes over a glade of flowers and they turn corroded and decay. The puddle then stops at a hill and emerging out is a tall black hedgehog who stares at the town.

Over in town, Vinyl Scratch and Bon Bon were walking together and chatting.

"…So then, this stallion bumped into me and said 'hi' and I'm like, 'OMG! He actually talked to me!'" Vinyl said.

"No way, who was he!" Bon Bon asked.

"Oh, he's just somepony from the Ponyville Press. I think he's some sort of journalist. And he wants to do an interview with me."

"Wow! That's cool!"

"I know, right?" The two ponies cross over a bridge. "I mean, call me crazy, but this is the best day of my life. I'm gonna be interviewed by a pony from the press."

"Does Octavia know about this?" Bon Bon asked.

"I have no idea. But I don't even know if she heard about it either. Clearly she's a musical genius that deserves to be interviewed." Vinyl said. "But still, I can always holler at her and let her know about this."

"That's great, Vinyl!" Bon Bon congratulated.

But then, the ponies stop at the sight of a black hedgehog who stands in their way of the bridge while looking down. "What the hay is that?" Vinyl asked as she lifted up her glasses.

"It looks like a… hedgehog." Bon Bon said. She then walks up to it. "Hi, little fella. Are you lost?" She talked to him but then he opened his green eyes and stared at hers. It creeped her out a bit and felt a little nervous. "Do you need any help, little guy?"

He was silent but then he lift his head, revealing no mouth and said. "Yes." In a sinister tone. He held his hand and starts draining Bon Bon's life with black gusty winds flowing out of her and into his palm. Vinyl Scratch witnesses in terror as the black hedgehog sucked the life out of Bon Bon and she fell to the ground, left in a catatonic state. The hedgehog then stared at Vinyl and she screams, galloping away. The hedgehog then walks over the bridge and enters Ponyville while he keeps a sinister expression on his face.

* * *

Back at G.U.N. HQ, Shadow walked down the hall to the Teleporter Room. As he walked his vision mimics that of when he was walking down the halls of Space Colony ARK. He clutches his eyes in pain again and opens them as he continued to walk.

Commander Tower and the rest of the team were waiting as he arrived.

"Last chance to ask for help, Shadow?" Rouge asked.

"Stop pestering me. It's not working." Shadow replied. He then walks up to the teleporter tube while Hope works on the terminal.

"Good luck, Shadow." Tower said.

Shadow did not respond while he crosses his arms and waits for the go-ahead. Hope gets the terminal up and running. "It's up to speed. Go for it, Shadow!"

Shadow takes out his white Chaos Emerald and held it in the air. "CHAOS-" He disappears in a spark of green energy. While everyone prayed for Shadow's safety, Rouge becomes a bit worried and then she looks to Omega.

* * *

In the library, Twilight packs her things to travel to Canterlot. Spike also helps with her packing.

"Hurry, Spike! The next train to Canterlot won't wait." Twilight said.

Spike has placed some quills into the saddle bag. "There! I got all of your quills packed." Twilight levitates them over to her and places it on her back.

"Perfect!" Twilight is ready but her friends were still unsure.

"Are you sure about this, Twilight?" Rarity asked.

"We haven't seen the Freedom Fighters in over a month and you're already missin' them?" Asked Applejack.

"Don't worry, girls." Twilight assured. "I just need to find the Warp Ring spell within the archives and then we can see Sonic no matter what. I hope he's not in any danger."

"Seriously, Twilight, what kind of danger do you think Sonic is in right now?" Rarity asks.

"I have no idea. But I'd like to find out." Twilight said.

"Ooh! Maybe he's **_fighting an evil queen who controls machines and turns into a large metal dragon that shoots out green fire! _**Rawr!" Pinkie gestured and her friends look at her in confusion and awkwardness. "What? It's just a hunch." *squee*

* * *

Outside, every pony was cowering into their homes as the black hedgehog walks down the road. Only a handful of ponies watch as he comes to a stop in front of them and he looks up. The ponies were scared by his appearance as he raises his hand in the air and snaps his fingers. Out from the ground come out black-purple creatures and they stand beside the hedgehog. The ponies become even more terrified and they all scream and flee. The hedgehog orders his dark minions to go and cause havoc on the town. Breaking down stands, tearing off roofs, chasing down ponies and all kinds of destruction they cause around Ponyville.

One of the lizard types whips his tail around the café tables. The big types smash the ground with their fists and the bird types shoot blue flames around Town Square, terrorizing more ponies. All the while this happens, the black hedgehog stands around as he watches the mayhem he has created. "Draw her out." He utters.

Twilight, back in her library, completely oblivious of the situation was about to leave. She says her goodbyes to her friends. "Okay, girls. I have a train to catch."

Suddenly, a rumble is heard outside and spooked the ponies. "What in tarnation was that?!" Applejack asked in panic.

Twilight opened the door to see the Ponyville Express lodged into the ground and she and the others gasp in horror. "Oh, look. Instead, the train 'caught' you, Twilight." Pinkie points out the obvious.

"What the-!?" Rarity exclaimed as she and the others look around Ponyville to see it under siege by an army of dark creatures.

The black hedgehog from on top of Sugarcube Corner, spots Twilight and her friends out in the open and utters again. "She's all yours."

"What's going on!?" Twilight panics. "Why are they attacking Ponyville?"

A figure walks up to her. "So, I can finally win!" She talked and Twilight looked back for a moment, and becomes greeted with a blue beam to the face and trips to the ground while the others look in horror and gasp. Twilight looks up and gasps too as she sees… "Trixie?!" in front of her with her horn glazing in blue aura and her expression with a grin.

* * *

Over across to Sweet Apple Acres, the dark creatures also attack the Apple Farm. They rip out and eat all of the crops while Granny Smith, Big Mac and Apple Bloom attempt to hold them off.

"Get away from mah crops, ya thievin' varmints!" She yelled. "Big Mac, get 'em!"

"Eeyup!" Big Mac exclaimed as he charged at one and rams it to the fench.

Granny Smith arms herself with pot for a helmet and a stick for a pitchfork. "Come and git me!" The creatures simply run past her and start tearing down the Barn. "MAH BARN!"

Apple Bloom bites onto one of the dark lizards' tail and growls but it simply flings her away and she lands in the pig pen, covered in mud. One of the pigs comes up to her and licks her as she gets up, groaning.

The creatures were swarming Big Mac, but he had no trouble, bucking them away. But they close in on him and tackle him to the ground. "Nnope!" He yelped while being pinned down.

Granny Smith pokes her stick towards the lizard creature. "Get back, fiend!" She yelled but her stick does little damage to him and the lizard swats it away from her.

Apple Bloom climbs out of the pen before being cornered by the dark creatures. "There's too many!" She cried but just as they were about to move in on her, a green flash of light appears and in a blink of an eye, Shadow appears. "-CONTROL!" Blasting away the dark creatures and surprising Apple Bloom.

"Shadow!" She recognizes him.

Shadow looked down at AB and recognizes her too. "Apple Bloom?"

"Look out!" She warned him and Shadow turns to see the dark creatures charging towards him. But Shadow holds out his emerald and shouts "Chaos Control!" causing the hostiles to freeze in mid-air and stay there.

The big types were pulling Big Mac's hooves and legs, trying to pull him apart with him groaning in pain. Shadow teleports to them and punches and kicks them away, releasing Big Mac. The lizards also cornered Granny Smith by the chicken coop but Shadow skates in and knocks them down with a single slide kick.

Shadow stops at his feet and turns his head at his fallen enemies. "That was unexpected. What's going on?"

Granny Smith walks up to him. "My, my. What a big critter you are."

"Stop calling me that." Shadow said coldly.

"Granny Smith. Big Mac." Apple Bloom introduces Shadow to her family. "This is Shadow the Hedgehog. He helped us save the world from being destroyed by Chaosmare. Well, actually, he wasn't there but he helped in spirit."

"Well, it's nice to meet ya, Shadow. Welcome to the Apple Farm." Granny Smith shook his hand but soon he pulls it away.

"Those dark creatures." Shadow asked. "Where did they come from?"

"I have no clue." GS said. "I do recall seeing them coming from Ponyville a mile away."

GS pointed her hoof toward Ponyville and Shadow looked to see dark birds flying over Ponyville.

* * *

As the dark creatures continue wreaking havoc in Ponyville and many ponies fleeing, Trixie confronts Twilight Sparkle and her friends with her horn glowing. "How do you like the state of your precious Ponyville now, Twilight? Seems rather dazzling don't you think?"

"Are you mad?! You're ruining the town!" Rarity screamed at her but then Trixie orders the dark creatures with her horn to attack the Carousel Boutique. They start tearing it apart and Rarity shrieks in horror. "My boutique! It's everypony for herself!"

Twilight becomes angry and steps up to her. "Why are you doing this, Trixie?"

"Why aren't I doing this?" Trixie questioned back. "You get to go higher than the rest of us and all I get is to live in your shadow. I'm sick of it. I tried holding it in, believe me, I tried. But your praise has caused everyone to ignore me, even when I perform my magic tricks!"

"That's a bunch of rotten apple cores!" Applejack defends Twilight. "Everypony knows that Twilight is nothing more than a good friend."

"Oh yes. A good friend… who's too selfish to give a flying feather about somepony else with an issue like mine!" She retorted.

"Um… How can you be sure of that?" Fluttershy asked.

"Yeah, Twilight does so give a flying feather about-" Pinkie talks but Trixie zaps her, Fluttershy and Applejack away and confronts Twilight.

"Stop it, Trixie!" Twilight commanded. "As princess, I order you to-"

Trixie lifts Twilight from the ground, much to her shock. "You are not the princess! You're not even worthy to be one!" She flings Twilight over to a distance. Twilight screams as she is sent flying down towards the Everfree Forest and crashes down on the hard ground.

Twilight got up slowly as she turned her head to see if Trixie is behind her. She stands on her hooves and dusts herself, but just then a blue beam passes her and hits a blue flower, turning it into ash. Twilight's expression changes to scared as she turns around to see Trixie standing on a broken down tree and starts shooting blue beams at her. Twilight takes off the ground with her wings out and starts evading Trixie's attacks. She flies through the forest, dodging some trees as the blue beams zip past her.

One of the beams then hits Twilight's wing and she loses her stability in the air, causing her to crash down to the ground, scraping through the grass and hitting a tree. Twilight gets up and quickly dodges more beams from her pursuer. She galloped further and headed into Froggy Bottom Bog while Trixie followed her.

* * *

Ponyville is still under siege by the dark creatures while Applejack recovered but becomes shocked as the birds and lizards surround her. Applejack, after taking a beam to the stomach, was in no condition to hold them off but before she could do anything, Shadow himself spin dashes through them, making them vanquish out in thin air and he sticks the landing back down. Applejack was surprised to see him here.

"Shadow!" She cried.

Shadow looks around to see that Ponyville is being torn apart. "The land of harmory, huh?" He remarks after seeing this state.

Pinkie also gets up and feels her belly. "Oh. I think my tummy is rumbly."

And so does Fluttershy. "Boy, do I feel so dizzy." She then sees Shadow. "Shadow! You came to visit us. Oh, goodness! You look so grumpy."

Shadow glared at Fluttershy for a moment with her smiling innocently but then he hears Rarity crying for help. He looks over to the Carousel Boutique where he sees the white unicorn in the grasp of one of the big dark rock creatures and she shrieks. "HELP ME! SOMEPONY!" She places her hoof on her head like a damsel.

"Oh no! Rarity!" Applejack became worried, seeing her friend in danger.

Spike also became worried witnessing this but he sees Shadow as he is about to leave instead of helping. "Wait! Aren't you gonna do something?" He called.

Shadow stopped and turned. "She's your problem, not mine."

"But, she's in trouble." Fluttershy pleaded but Shadow continued to walk.

"I have my own reasons of being here." Said Shadow. "She's not a priority."

Applejack gets in his way and persuades him. "Now listen here, gloomy. I don't know what your problem is, but you gotta help. Friends always gotta help each other, even in these situations."

Shadow didn't listen and walked past Applejack without even taking her word. "Don't tell me what I don't know about friends. Now move!"

Pinkie bounces in his way as well and tries to persuade him more. "But, Shadow. Rarity's really in danger. You gotta to help her!"

"I said MOVE!" Shadow shoves Pinkie out of his way and continued to walk. But Fluttershy then lets out a familiar plea. "Shadow, I'm begging you. Please help her!"

Shadow suddenly stops after hearing that familiar phase. _"Shadow, I'm begging you. Please help them." _Maria's words played in his mind while Rarity continues to scream in the clutches of the dark brutes. The brute's hand begins to squeeze, about to crush her in its grasp. Shadow stared, finally realizing what's happening to her, shakes his head and growls as he skates over to Rarity's aid.

Shadow spin dashes through the brute's arm, slicing it off and freeing Rarity. Shadow summons a Chaos Spear and impales the brute through the head, killing it and spin dashing through the other's chest. They both vanish into thin air as Shadow lands back on the ground and catches the falling Rarity. Her friends, who were watching, cheer on for his heroics and Rarity hugs Shadow for saving her.

"Oh, thank you, Shadow. You saved my life. But why?" She asked while Shadow places her down.

The four ponies walked up to him while he feels a bit guilty of something. "I didn't need a reason. I had to. I kept a promise."

"Look, sugarcube, I like to thank you, but Ponyville is still under attack." Applejack said as she and the others watch the dark creatures terrorize the town.

"These creatures seem to be following orders by someone. Where are they coming from?" Shadow asked.

"I don't know. It happened so fast." AJ says. "I don't even know who sent these creatures loose in the first place."

"You think it must have something to do with Trixie being here?" Fluttershy asked.

Shadow turns to her. "Trixie? Where is she?"

Pinkie's tail then twitches. "Ooh! My tail twitched. She's after Twilight and they're over at Froggy Bottom Bog!" She told them and the girls gasp.

"Which way?" He asked again.

"Oh. It's just through the east end of the forest, silly. Hee hee hee." Pinkie pointed cheerfully for Shadow and he runs ahead.

"Good enough." Shadow skated towards there.

"Wait a minute! What about the monsters?" Rarity screamed toward Shadow but he already left and the four ponies are left to wrangle up the rest of the dark creatures.

"Boy, that's a big doozy." Pinkie remarked.

* * *

Trixie walks through the swamps of Froggy Bottom Bog and turns her head at every turn to find Twilight. "You can't hide forever, Twilight. This time, you are mine."

Twilight was hiding behind a crooked tree but the branch she's standing on cracks and makes a sound, causing Trixie to hear and turns her eyes back. She smiles as she turns back and blasts the tree to smithereens to reveal Twilight, but much to her dismay, she disappeared. It turns out Twilight teleported behind her and tackles her a tree. "Oof!" Trixie groaned as Twilight held her there in anger.

"Listen to me, Trixie. We may have our differences but letting this go to your head won't help." Twilight said.

"You ruined me! That's the only help I got from you!" Trixie blamed.

"Please, Trixie… Let me help you recover from this. Let's try and start over to the point where you apologized." Twilight tries to persuade her nicely but Trixie blasts a beam at Twilight's face.

"Never!" Trixie screamed.

Twilight slides on the ground with scrapes and bruises and looks up to spot Trixie shooting beams at her again. Twilight deflected them with her own beams.

"I had Ponyville under my control when I banished you. It should've lasted, had you not intervene." Trixie laments to Twilight as they dueled with magic. "I could have ruled Equestria with an iron hoof, if I was made an alicorn instead of you!" They collide their beams together as Twilight cringes in pain. "It's always Twilight this and Twilight that! Why can't you for once… just give up and PERISH!" Trixie overpowers Twilight and she slides right over to the edge of the platform, facing the swamp waters. "It has come to this. I've been living in the dark for too long." Trixie walks up to Twilight as she lies. "No longer will I stay in your cold dark shadow as you soar through the sky with your wings." Trixie levitates Twilight to her face. "You have met your match, Twilight Sparkle… I, the Great and Powerful Trixie… am now Dictator of Equestria!" Trixie's eyes glows with black aura and Twilight becomes increasingly scared of what's she's about to do.

Before she could do anything, Shadow spin dashes just in the nick of time and rams Trixie and she splashes into the swamp waters. Shadow then looks to Twilight and helps her up.

"Can you walk?" He asked.

"I think so?" Twilight said but then she looked up, sees Shadow's face and gasps. "Shadow!"

Shadow remained silent as Twilight expresses her joy of seeing Shadow again. "Wow! You're here in Equestria! But how did you get here?"

Shadow showed her his Chaos Emerald. "With the power of the Chaos Emeralds I can travel through other zones and dimensions."

"But what about the balance of Magic and Chaos?" She asked.

"It doesn't matter and I can't explain. What's happened to Trixie?" Shadow asked.

Trixie then emerged from the muddy waters in anger and the two stared. "Why don't you ask her yourself?" Twilight nervously said. "I don't understand. Even without the Alicorn Amulet she pulls through without a struggle. How could that be?"

Trixie laughs at Twilight's misfortune. "You want to know how I'm stronger?"

_Flashback. The Nightmare Realm._

_"So this is the Nightmare Realm." Trixie said admiring the place. "I've heard tales about this place and always thought of it to be a myth."_

_"It is very much real than fiction." Said the dark voice behind her, in the form of a black hedgehog. "Whatever you dream of, becomes your reality. So tell me, Trixie… What do you dream of?" He floats around her._

_"My dreams are to crush the only obstacle that clouds me of my accomplishments. You may have heard of her, but she's a real spotlight stealer when it comes to magic." Trixie explained._

_"If that is what you desire, then fret no more." He snaps his fingers and the smoggy clouds reveal Trixie's vision. She becomes ruler of Equestria and everypony bows to her. "Every dream can come true. You just have to believe it. That's all they have to do. Believe… and they can reach it. If you as so crave on your revenge, I will not stop you. With my help, I can give you all the power you ever want. Courtesy of yours truly."_

_Trixie accepts. "You do that for me? How can I ever repay you?"_

_The hedgehog then holds out a grail in his hand and gives it to Trixie. "Drink this… and my power is yours to command." Trixie uses her magic to levitate it in the air and drinks the dark grail. After drinking it, she coughs and gags. But then her eyes glow with black aura. "Now… go fourth and destroy the one who robbed you of your precious life. And do so by making her suffer." He said and he and Trixie teleport of the realm._

Present. Trixie confronts Shadow and Twilight. "And so, I now possess great power. And with it, I will destroy you, Twilight Sparkle!"

Twilight worried, looks over to Shadow. "Shadow, get out of here! She's dangerous."

Shadow smirks. "Don't get yourself, concern. I will show you the ultimate power!" Shadow raced towards Trixie but then a black puddle emerges in front of Trixie and the dark hedgehog leaps out from it to tackle Shadow to a far part of the swamp.

"Shadow!" Twilight gasped but Trixie makes her move and her battle with Twilight begins.

Shadow rolls through trees and stands foot deep of the muddy swamp to face his doppelgänger. He emerges through the swamp and reveal himself to him. "What?!" Shocked Shadow. "Who are-?"

"Hello, Shadow. We finally meet at last." He greeted coldly.

"Who are you?! And how do you know my name?!" Shadow demanded as he pointed his finger at him.

"I am Mephiles. Mephiles the Dark." He introduced himself. "What? You don't remember me?"

"Are you another android? Or another lifeform?" Shadow asked.

"No, and Yes, respectfully. I owe much to you for that, Shadow. So very." Mephiles said.

"What are you talking about?!" Shadow gets angry. "I don't even know you or done anything to you."

"Likewise." Mephiles cryptically said and he sets his hands in blue flames. "You don't know me, nor do you remember me. But I can give you something in advance. A one way ticket to oblivion."

Mephiles charged Shadow into battle.

While back to Twilight, she desperately tries her best to fend off Trixie. She shoots beams at her whilst flying in the air. Trixie returns fire while Twilight dodges. Trixie jumps across the rocks to catch up to Twilight and she hits her in the wing, making her scream and fall into the muddy water. Twilight splashes into the deep swamp and quickly resurfaces. Twilight treads the water to keep herself afloat and avoid sinking back down before she is then met with more beams fired by Trixie. Twilight held her breath and dived down into the water to avoid her shots.

Back to Shadow, he is battling Mephiles in hand to hand combat. Shadow throws a punch but Mephiles grabs it and flips Shadow over his head. Mephiles was about to strike him down but Shadow teleports behind him and kicks his head. Mephiles then shoots blue flames at Shadow, but he dodges them with a backflip as he bounces off a branch and punches his face.

Trixie watched carefully at the waters, trying to find Twilight. "You can swim, Twilight, but you can't breathe forever. Even at this point you're running out of air." Trixie looked closely to see a silhouette identical to Twilight underwater and she shoots a destructive beam at it, shattering it. She smiles in her victory but it then drops to a frown as she sees that it was a rock's shadow in the shape of a unicorn and she groans in anger.

Somewhere far from Trixie, Twilight swims to the bank of the swamp and lets out a gasp for air. She coughs out the water she may have swallowed and climbs out, worried about her situation.

"It's no use. She's really unstoppable." Said the wet mane Twilight. "But there's gotta be some way I can beat her. Think Twilight, think!"

Twilight then hears some growling snores and becomes spooked. Twilight moved through the leaves of the shrubs to reveal some sort of monster. Despite her shocked look, Twilight then thinks of a plan that she could defeat Trixie and smirks. "Hmm…"

Back to Shadow and Mephiles, the two speed down a log and fly up into the air where they exchange kicks at each other before landing back down to another platform. Shadow charges again at him but Mephile teleports behind him and elbows his back. Shadow gets up as he recognizes that move.

"Is that… Chaos Control?" He asked in shock.

"Taking your form gave me the abilities that you possess, and with them I can use them to my advantage. No matter how you try to face me, I can do the same." He says before teleporting behind Shadow again and kicks him to the ground. "We are so much alike, Shadow. You're more challenging than I thought you were." Mephiles summons a Chaos Spear. "But when you get the upper hand, I get it more."

Shadow tried to get up again but Mephiles pins him down with his foot pushing against his back. "Shame. I never thought this would end like this. And we were just getting along. Oh well… You know what they say; what comes around…" He prepares to kill him. "…goes around!"

Suddenly, bullet fire shreds Mephiles' torso. "AUGH!" He screamed releasing Shadow from his wrath and he looks back to see E-123 Omega here to help him.

"Omega!" Shadow shouted.

"Shadow." Omega talked. "Rouge asked me to assist you. Let me take care of this 'fake Shadow' for you." He aimed his turrets at him but Mephiles jumps away from the bullet fire.

Back over to Trixie, she is still trying to find Twilight. Then she hears Twilight 'cry for help'. Trixie smirks at that. "Oh, I hope you got a cramp in your leg." Trixie jumps through the shrub to see Twilight Sparkle standing on a rock in the middle of the swamp.

"I am all tired out and cannot swim any further." Twilight says as she acts out. "I guess you caught me, Trixie. Do your worse." She left herself open.

Trixie grins at her staged surrendering. "How noble of you, Twilight Sparkle. You actually had me bamboozled." Trixie however zaps Twilight's leg, making her cry in pain and trips on the rock. "I've had those acts well played out when I was still had my job. You actually think you can outsmart me?"

Twilight groans before telling Trixie her real plan. "I wasn't trying to outsmart you, I was trying to lure you."

"What?" Trixie becomes confused but then underneath her hooves comes up a giant four headed that stands over her. Trixie becomes shocked by this as she is confronted by a hydra as it roars at her. "A hydra?!" She screamed.

Twilight smirked as Trixie was completely petrified in her tracks and the aura in her eyes die out. "You couldn't tame a Ursa Minor. Can you tame a hydra instead?"

The hydra tried to bite at her but she jumps back and trips over a log. She slides down a slope of a hill and lands in a pile of mud.

The hydra then turns its attention towards Twilight and licks its mouth, ready to eat her. "Oh great." Twilight's expression changed and tried to fly away, dodging their bites, but due to her wing being hurt, it sprains and she yelps in pain. She then falls into the water.

Back over to Shadow, he watches Omega bravely fight Mephiles who shoots blue flames at him but he evades them and fires missiles at him. Shadow was surprised how he is defending him but then he hears Twilight's cry for help and it sounds familiar to that of Maria. Shadow gasps and turns around to see Twilight, splashing her hooves around the water and drowning, but also about to be eaten by the hydra. Maria's words play in Shadow's mind as he closes his eyes. _"Shadow… please help them… I'm begging you…"_

Shadow then bravely speeds over the water to rescue Twilight.

"Help… blub, blub!" Twilight screamed as her head sinks but Shadow just caught her by the hoof before being snacked on by the hydra and carries her. Shadow places Twilight back on shore as she drips from her wetness. "Thanks, Shadow."

"Don't thank me, yet!" Shadow clenched his teeth as he glared at the still attacking hydra. "How dare you tried to hurt her!" The hydra snaps down on Shadow but he jumps up to one of the heads and speeds along its neck, reaching the other three heads and kicking them down. Shadow then stomps down on the fourth head's eye and it screams in pain.

The hydra was then met with spin dash attacks by Shadow until it has finally had enough and decides to flee. Shadow lands back down to safety, revealing in his victory. "Hmph, coward." He remarks.

Twilight flies over to him. "Shadow. That was amazing. And thanks for saving me."

Shadow was hesitant to say anything else to Twilight before facing her. "I had no reason to save you anyway."

"But, surely you had a reason to." She retorted but Shadow kept silent. "Why are you always so negative? Is it because of…"

"Don't say her name!" Shadow told Twilight before she actually said something.

"Was it that girl you saw back at Freedom HQ?" She asked.

Shadow frowned at Twilight but before the conversation can continue, an almost destroyed Omega is thrown in front of Shadow and he gasps in shock. "OMEGA!" He is all scratched and rusted as Mephiles stands before them while he dusts his hands clean.

"That pile of scrap was so intriguing." He remarked. "And to think he actually had the potential to beat me."

Shadow becomes enraged while Twilight watched. "You monster!" Shadow tried to kick him but Mephiles teleports away and is hovering in the air behind him.

"I hate to see you like this, but I must be off. I have plans for our next meeting." Mephiles said.

Trixie then emerges from the mud behind Twilight and she coughs while Mephiles spots her. "And you… I thought you'd be worthless to fulfill your duties. Looks like I was right."

"Wait a minute!" Twilight realizes. "So it was you who made those black creatures attack Ponyville!" She gritted her teeth and her horn glows in anger.

"Indeed." Mephiles admits. "Only to draw you out so I could test out your skills and intelligence."

"Why?"

"Oh, Twilight Sparkle. If I tell you now, it would ruin the surprise." Mephiles said.

"Wait! What surprise? What are you talking about?" Twilight demanded more but then Mephiles snaps his fingers causing Trixie to start choking on something, startling Twilight and enraging Shadow. "Trixie?"

Trixie is heavily gaging as she falls to the ground and black liquid regurgitates and turns into black energy, flowing back into Mephile's palm.

"What did you-" Twilight asked.

"I simply gave her a symptom of my power. But also leaving behind a poison that will hit her nerve center and render her body lifeless, for all the incompetence she proved. Well, Shadow, Twilight. It's been nice knowing you. But we will meet again soon. Until then, enjoy the rest of your happy lives, because they will be your last." Mephiles takes out a Warp Ring and leaves Equestria before Shadow could do anything to stop him.

"Wait!" Shadow was too late as he jumped up to reach him.

"Shadow! Trixie!" Twilight warned about Trixie as she is again choking. Shadow simply walked up to her and stomps down on her stomach, barfing out a small black bug. The bug crawls around on the ground for a while before Shadow crushes it with his foot. "Wow. That was… unexpected." Twilight expressed his actions while Shadow looked at the almost destroyed Omega. Just then, Shadow's head starts to hurt in pain and faints to the ground. "Shadow?" Twilight panicked as Shadow blacked out. "SHADOW!"

* * *

_Shadow's dream_

As I blacked out… I see myself… Looking out the window of the ARK with Maria down at the planet she dreamed of visiting.

"What's it like down there, Shadow?" Maria asked me.

"The Professor said that his work was to inspire the people down on that planet, through his research of… making people happy." I said. I still remember saying that after all of those years. "He also said that with his research, he can help people like you live a better life."

"Shadow…" Maria shed a tear.

"Maria… I just don't know anymore." I said as I placed my palm on my head. "I am… so confused. What am I made for? What reason do I have to exist out there? What is my main purpose? What can I do? Why is it so important that I'm here? How do I become one of them? Maria… what am I supposed to do?" Shadow lowered his head with his arms still crossed.

Maria put her hand on my shoulder and said: "Shadow… You are who you are. It doesn't matter what you do. As long as you do the right thing and make people happy, then you know that you're doing the right thing. Sure, people can be afraid of you, but that's their opinion. I'm not afraid of the things you do, Shadow. Because, deep down, you have something more than what grandpa ever created with his projects."

"What is that?"

"A heart." Maria placed her hands on her chest where her heart is and I react in confusion. "Having a heart is more important in life than being told what to do. No one can tell you what to do, Shadow, because you have a heart. It always tells you to do the right thing without even knowing it, even at times when you are angry. As long as you follow it, you can find what you're looking for, if you just believe it. And I believe you can make the right decision."

I was a bit confused by this but after learning about it, I lifted my head to her and gave her a nice smile. "Thank you, Maria. I wouldn't know what to do without you." I said before everything fades to white.

* * *

_Normal view_

Shadow wakes up from his dream and sits up on a gunnery he was placed on. He's in the Ponyville Hospital as he sees other ponies coming in who were injured during the attack. Nurse Redheart comes in and comforts Shadow.

"Oh my, you poor thing." She says to him as she lays her hoof on his shoulder. "How are you feeling?"

Shadow pulls away from her. "Don't touch me. I'm fine."

"That's not polite." Redheart said as she frowned.

"Hmph." Shadow huffed as he got off the gunnery and walked down the hall where he is greeted by Twilight, Pinkie, Rarity, Applejack, Rainbow Dash and Fluttershy who smiled at him.

"Oh thank goodness, you're okay." Fluttershy said in cheer.

Shadow then talked to Twilight. "Did you bring me here after I passed out?"

"Yep. You saved me, I saved you." Twilight blushed.

"Thanks for the help." He said.

"It's okay. I thought you'd be awake sooner anyway." Twilight said. "Sonic did say, you were the ultimate lifeform."

"Them dark varmints that were attacking Ponyville disappeared when we heard from Twilight that you helped beat the one who done sent them." Applejack said.

"A lot of ponies have been injured but the doctors said they will make a quick recovery." Twilight said.

"And hearing that you took down a ten hoot hydra all by yourself was just so awesome!" Dashie cheered.

"I never deserved praise from anyone." Shadow said. "But thanks."

"Oh, and one more thing." Twilight and her friends move aside to reveal Omega all repaired and restored. "Omega!" Shadow exclaimed, seeing his friend is undamaged.

"Hello, Shadow." Omega greeted as his friend walks up to him. "Being beaten down by a hedgehog that looks like you really had its moments."

"But how did they repair you?" Shadow asked.

Applejack walks in. "Me and the Big Mac helped put him back together with a few spare parts we were saving for the next barn raising."

Rarity then walks in too. "And I helped with his optical functions with my magic."

"This marshmallow gave me 'cuteness overload'." Omega said.

"And I helped in repainting him." Pinkie gleefully said with a paint bucket on her flank and a brush in her mouth.

"I like him, he's so adorable once you get to know him better." Fluttershy said, admiring Omega.

"This pony's cuteness level is over 9000." Omega said and Fluttershy nervously smiled as she floated back from him.

"It's good to have you back, Omega. But why?" Shadow asked.

"Rouge and Hope were worried that something was troubling you and I volunteered in assisting you. That is, if it was okay with you."

Shadow frowned for a moment but lifted up a smirk. "Let's get back to HQ." Shadow said and Omega nods.

* * *

Shadow and Omega stand over at the hills of Ponyville, with Shadow holding his Chaos Emerald, ready to teleport back to G.U.N. HQ. Twilight then comes galloping over to him.

"Shadow, wait!"

"What is it, Twilight?" Shadow asked.

"I just want to know, how do I get to visit your world so me and my friends can see Sonic again?" She asked. "The archives I visited to didn't provide much and the pages were smudged. Is there any way I can travel too?" She gives off a sad face.

Shadow looked at Omega for a moment. "Excuse me." He said and he and Twilight walk a few feet away from Omega. Shadow then reaches for something behind him and hands it over to Twilight. It's a yellow Chaos Emerald.

"A Chaos Emerald?" Twilight asked.

"It may look like a Chaos Emerald, but it also carries the same wave lengths and properties of a real Chaos Emerald." Shadow said.

"So it's a fake?" Twilight said.

"Yes. But it's still useful in some ways." Shadow hands it over to Twilight and she accepts it. "I don't know what to say." She said was smiling happy.

"Just use it when you need to." Shadow said.

"Of course." Twilight agreed but then notices that Shadow has something else to say. "Are you okay?"

"Listen Twilight." Shadow talked. "I know you miss Sonic. I miss someone too. I know how you feel. But after today, I've learned that I can still try to count on my friends even at dire situations like before. Before I came here I thought I could handle things by myself. But then… I was wrong."

Shadow looked down and Twilight felt how he was feeling. "You and me both." She said. "I never cared about friends when I came to Ponyville and we both learned the same thing. I'm sorry you lost your only friend, but that's how life goes on. You keep fighting and no matter where you go, your friend's spirit will follow you."

"Thanks, Twilight. For everything." He and Twilight shake hands/hooves.

"Hee hee. No problem." Giggled Twilight.

Shadow walked back to Omega and he holds out his emerald. "CHAOS-" He and Omega disappeared in a flash while Twilight watched them.

She then looks at her newly owned Chaos Emerald and smiles. "Only when I need to." Twilight understands the meaning and acknowledges it. She then trots back to her home.

* * *

While, Shadow and Omega reappear at GUN HQ. "-CONTROL!" Shadow screamed as they returned, standing on the teleporter machine and are greeted by Rouge, Hope and Tower.

"Shadow. How fare the mission?" Tower asked while Shadow walked over to him and hands him the emerald.

"The mission was a success, Commander. I'll be in my quarters." Shadow walked past him.

"How about a 'hello' for once?" Rouge asked in contrast of Shadow's early behavior.

Shadow stopped, turned his head a little and uttered… "Hello." And begins leaving while Rouge crossed her arms with a seductive smirk.

"And they say he's grumpy." Rouge remarked.

Hope however knew something was still wrong with him.

Shadow walked down the hall, thinking about Mephiles. The dark doppelgänger he encountered back in Froggy Bottom Bog. "Mephiles… Who is he? And how do I know him?" Shadow walked down the hall back to his room just thinking about it.

* * *

Back in Canterlot, the dungeons. Trixie is back in her cell as she wallows in her misery. Twilight Sparkle then came down to visit her.

"Trixie." She said upon seeing her and she gets up to look at her. "I don't blame you for attacking Ponyville out of jealously that I am a princess now but I certainly would question why. You were born in Ponyville and you betray your home town over me, with another world?"

"You think this is a game, Twilight. Trixie sees it as something she desires to appreciate." She responds. "You being here in particular is a matter of being in my way. I want everypony to know that there is only one pony whom they must worship, not some perfectionist with a panic problem and a love for friendship."

Twilight glares at her. "Look. I know what you're feeling is very hard to overcome but you can't keep boasting on fame. Ponies can't stand that. I can't stand that. Stop living in the past and start living in the present."

Trixie was silent for a moment. "What you say is kind of you, but you know deep down that you're making a mistake. What if something bad happens to Equestria and you're not around to save it? You think you have what it takes to be a princess, Twilight Sparkle? I disagree. And in the coming moments you will see your GRAVE mistake." Trixie left cold harsh words to Twilight as she trots back to her cell bed and Twilight leaves with a bit of worry, knowing that Trixie might never be redeemed.

* * *

Later that night at HQ, Shadow again dreams in his sleep.

In that dream, Shadow is looking out the window at the planet while Maria runs up to him. "Hey, sleepy head." She greeted. "You're up early. What are you doing?"

"Just admiring the view." Shadow said.

Maria then held some paper notes in her hand and Shadow notices. "You know, your grandfather wouldn't like it for someone borrowing his paper notes."

"Don't worry, I asked him if I can borrow them." Maria said. "I wrote a poem about you. Wanna hear it?"

Shadow smiled with his eyes closed. "Knock yourself out."

Maria then sits down next to him as he still stands while she reads out her poem.

**_Although you are distant from me, you are still here_**

**_Hoping that one day you would make me cheer_**

**_I may not be around or anywhere else_**

**_But you don't have to be by yourself_**

**_You make me smile even when I cry_**

**_Almost all the time when you're not nearby_**

**_You never seem to care_**

**_But you always had the time to share_**

**_I may be different from you, but you're different from me_**

**_I dream of the day where I see a world of glee_**

**_Where people cherish you and your love_**

**_Because you would be the only one that has a dove._**

Maria finished her poem and Shadow smiled as his eyes were closed. "Beautiful."

Back outside of Shadow's dream, he lifts up a soft smile. Another tear drop formed into a heart is seen next to Shadow. (Just beautiful…)

**_The End._**

* * *

Over at Station Square, inside a hidden warehouse. The purple weasel with a hat, Nack the Weasel, taps his foot impatiently while Bean the Dynamite and Bark the Polarbear wait around. Bean then starts bugging Nack.

"Hey, bossman. When's that contact of yours coming? We've been waiting for fifteen minutes and I'm soooooooooo bored!"

"Cut it out, Bean. She'll be here soon. Just as I've scheduled." Nack said in confidence. "If you're bored, find a way to entertain yourself!"

"Oh, in that case, let's play 'truth or dare'!" Bean jumped happily. "Bark! Truth or dare?"

Bark was silent since he cannot speak for some unknown reason. Bean sees it another way though.

"You know, Bark. The way to play the game is to speak not stare." Bean put up a frowning poker face but still Bark cannot talk. "Fine, I'll pick truth!" Bean said causing Bark to put up a shocked expression. "When was the last time you spoke a word?" Bean asked but still Bark coundn't answer because… you know why. "Ugh! You don't make this any easy, don't you?"

"Quiet!" Nack shouted at them as he sees a Super Warp Ring appearing in front of him. "She's here."

A couple of ponies exited the ring and Nack welcomed them. "Welcome, my ladies." He kisses one's hoof. "My name is Nack the Weasel."

"Oh, well good to meet you." The pony spoke in a very fashionable way.

"Hey, boss? Can I ride the one with the blue hair? She's so cute!" Bean asked but Nack pushes him away.

"Please. Apologies for my dimwitted companion."

"No need. It's very rare that we get to see otherworlders like you around. After we got our hooves on a Warp Ring, we figured, you know? Go and see the world for ourselves." She said.

"Better said than done." Nack responded. "Now… where's that little thing we talked about?"

The fashion pony looked at her assistant and she was hesitant at first but went ahead and pulled the rope in with her teeth to reveal the Master Emerald coming out of the Warp Ring. Nack's eyes glimmer with greed as well as Bean. "Shiny…" He uttered and Bark's eyes have dollar signs on them.

"Now you owe us a favor." She said to him and Nack takes off his hat and bows in grace.

"Of course. Anything for you, my darling." Nack said as he, Bean and Bark bowed down.

"Thank you. After all, I am the pony everypony should know. And everyone in Station Square should know the pony named Suri Polomare, once I unveil my dresses made of Master Emerald shards. Right, Coco Pommel?" She asked her shy assistant.

"Y-Yes, Suri…"

"Brilliant! And the takings are ours!" Nack smiled sinisterly as he rubbed his hands together.

"Emerald Round Up, Emerald Round Up. Whee!" Bean happily sang as Bark smiled in confidence.

And Suri Polomare fills herself with pride and confidence but her assistant, Coco fills herself with worry.

**_To be continued… in the Next story._**

* * *

Back in the Nightmare Realm. Mephiles reappears through the Warp Ring and an unknown figure stands before him.

"Tell me everything you have learned from him." He asked and Mephiles gives off an invisible smile.

**_?_**

* * *

**My Little Pony belongs to Hasbro and Friendship is Magic is developed by Lauren Faust.**

**Sonic the Hedgehog and other characters are owned by SEGA and Archie Comics.**

* * *

**Off Words**

[Sonic, Twilight, Shadow and Pinkie chat while they eat in the green room.]

Sonic: Boy, that chapter was tight. When am I gonna come up?

Twilight: The author hasn't planned on that.

Pinkie: And I can't believe what we're seeing here. More and more characters just keep coming together. And the whole plot is being established. It's like waiting for the 'Avengers 2'. But that movie isn't gonna be out till next year?

Shadow: Hmph, superhero movies…

Twilight: Did you know in one of the author's stories, I was playing the role of Thor?

Sonic: Yeah, I remembered. But then he threw it all away. Uh… no offense Shadow. I mean, I can imagine a 'Dark World' fanmake where Luna dies. Do you have any idea how angry the fans would be when they read that?

Twilight: I guess that's why he quit.

Pinkie: Aww… I wanted to see his Iron Robot 3 story. It would've been awesome.

Twilight: Well, it would have been more awesome if your comic book series ran for more issues before it got rebooted.

Sonic: I can't agree with you more.

[The group was silent.]

Pinkie: Soooo…? Anypony here got a good joke?

Shadow: Okay, guys. I got one. Why did the chicken cross the road to Ponyville? … So he could get to a 'Scootaloo'. Hahahahaha! [The group looked at Shadow at that unfunny joke.] What? Bad joke?

* * *

**Yeah, Shadow… Bad joke.**

**Hope you guys enjoyed this story. Be sure to follow for more. Oh, and don't worry about Bon Bon, she's fine now.**


	3. Quantity Over Quality

**My Little Pony/Sonic the Hedgehog**

**FRIENDS & FOES**

_Brace yourselves, bronies and speedsters. Time for another tale, starring rad red himself Knuckles and the ever beautiful unicorn Rarity. And also starring... Bean the Dynamite? Oh boy... He's gonna make a real blast, if you know what I mean._

_This chapter includes the main story and back story at the end._

* * *

**_QUANTITY OVER QUALITY_**

(Knuckles' P.O.V.)

Morning drew in and I opened my eyes to a blue sky with clouds. My head hurts, in the pain and suffering of that close call the other night. I am the only guardian left to guard the Master Emerald. Long ago… I was fooled. I became my own greatest enemy. And then, dad… (See the epic StH: #180-184.) I can't think about that. Now, I can't face my clan anymore, because of all the damage I've done. They called me Enerjak 4, a much more dangerous god than Enerjak 3.5 aka Enerjak Tiara. No matter what happens to me now, I will fulfill my role for the Brotherhood. I will protect the Master Emerald. It is my destiny. It is my- WHA?! I turned my head for a moment at the altar where the Master Emerald should be. But it's nowhere to be found. WHERE IS IT!? The Master Emerald… without it, Angel Island will fall to its doom, which to my horror it did and is lying around the Great Forest.

How did this happen?

* * *

Earlier last night.

_"This is Station Square News."_

_The News Anchor speaks out on TV. "Good evening, citizens. In the news today, the Iron Queen, also known as Regina Ferrum has been arrested by the Republic of Acorn and has been transported to her prison in the Dragon Kingdom. Our coverage caught graphical scenes of Ferrum transforming into a large dragon until she met her defeat at the hands of the Hero of Mobius himself, Sonic the Hedgehog. More on this story as it develops. Tina?"_

_The anchor lady speaks. "I am glad there is a guardian around who could take down such a tyrant like her." She reads her notes. "In other news, residents of Station Square are gathering at the Fashion Gala this week as we take off to host the annual Fashion Quest challenge. Funded by the SSEB community and the United Federation. The gala will take place at the Station Square Mall, generating more followers to witness this starlight event."_

Team Hooligan's Hideout. A purple weasel was watching this on the news and becomes enraged. "Fashion Quest?! Bah!" Nack the Weasel throws his remote at the TV, but it does little effect on it. "Bark!" He shouted out at the polar bear, Bark and he quickly punched through the TV screen, shutting it off.

"Hey! Why'd you do that for?" Bean complained as he eats a container of ice cream. "My favorite **underwater cartoon** was coming up!"

"Shut up, Bean! I'm frustrated at the moment." Nack waltz around the room venting in his anger. "I can't believe they would host a charity event in the one place I plan to rob at the same time! I don't believe this!" Nack grabbed his hat and threw it down to the ground. "I can't believe this!"

"But what about the TV?" Bean asked again while Bark facepalms.

"I don't give a #$&% about the TV, Bean, just this!" Nack said. "At the Station Square Mall, there is an opening exhibit for a rare ruby sapphire that's worth a lot more than a gold bar. With that, I can sell it to the black market and become a rich rat." He smiled but frowned again. "But now, because of this unexpected blow out, I'll be caught within seconds before even making the heist."

Bean chows on some ice cream and talks with a mouthful. "I dunno. You're a quick thief."

"Yes, but I'm not that quick!" Nack said.

"I got an idea." Bean said while Nack and Bark listen for a moment and Bean simply forgets. "Annnnnd... I lost it. Oh well." He eats more ice cream.

"%$#&!" Nack swore again.

Nack circles around again while he thinks of something but then he trips over a newspaper article. He grabs it and opens the pages. "I need a miracle!" Nack angrily pleaded but then stumbles upon a Ponyville Press news article about Fashion Ponies in Manehattan_. _Nack's eyes widen and then he smirks with a sinister plot in mind.

"Hey! We're out of ice cream!" Bean shakes his empty tub. "I'll go get some more." Bean gets off the table and walks to the fridge but Nack fires a bullet right near Bean's feet, stopping him. "Cool! There's a hole in the floor! I never noticed that. Anybody down there?" Bean stupidly peaks down the bullet hole while Nack walks up to Bark, handing him the keys to his bike.

"You drive."

* * *

Team Hooligan drove along the desert road on the Marvelous Queen to Sand Blast City where they could acquire a Warp Ring. When they enter the subtle town, the team chats... well only two of them.

"I don't get it, bossguy. Why are we travelling to Dark Egg Legion territory just to find a Warp Ring? Please... tell me. Tell me, please. I'll keep it a secret. Are we going to Cocoa Island. Are we going to Spagonia? I love Spagonia!" Bean's obsessive antics drive Nack into annoyance. "Then again, I also love Apotos, but I also like to see Chun-Nan! Does Chun-Nan have a big bird? Or maybe we can eat pizza in a sewer-"

"CAN IT, BEAN!" Nack has finally shut him up by hitting his beak. "We're not doing any of that!"

"Then where are we going?" Bean asked.

"We're meeting a friend of mine who will provide us a Warp Ring. With that, I can contact someone from where these ponies live in." Nack said.

"We get free Warp Rings? Sweeeeeet!" Bean cheers and jumps on Bark's head.

"Thankfully, these Warp Rings so rare now-a-days, that even the Dark Egg Legion can hardly get their hands on. But need I remind you that there is a Freedom Fighter base near here so keep your eyes out." Nack reminded the duo and Bean kept his eyes out.

"Aye aye, bossman." Bean said.

Nack and his partners walk into a dark alley where a legionnaire awaits them. "You got my call?" He asked him.

The legionnaire held out a Warp Ring to Nack and trades it in for a bag of gold. "The Dark Egg Legion thanks you for your generosity." The legionnaire then runs off while Nack snickers.

"Generosity my tail." Nack holds his Warp Ring. "What that fool doesn't know is that the gold I gave him expired years ago. Haha! The scam of the century!" Nack opens up the Warp Ring. "And soon, we will commit the crime of the century!"

"Yay! I love being a schemer! We're more 'uptight'! Know what I'm sayin'?" Bean stupidly said and Nack and Bark stared at him for a moment in embarrassment. Nack then proceeded to put an envelope in a package along with a newspaper article. Nack gave the package to Bark and he tosses it into the Warp Ring, and the it disappears.

"Bye bye, shiny ring." Bean said.

"Now, we wait." Nack said with a smile as he, Bark and Bean drive away from Sand Blast City. "Boy's we're going to Station Square."

* * *

"Hopefully my letter will provide her the details of my plan."

Equestria. In Manehattan.

Inside the fashion shop, the owner is thoroughly making dresses for some clients. The owner is none other than Suri Polomare. She presents a hanger of dresses to her client and she leaves off with them. "Come again." She said to her client but as she left Suri sulks in boredom. "Ugh! This is really getting on my nerves. I can't find new ornaments for these dresses and Fashion Week isn't due for four months. I'm running out of ideas. I need to find something so I can get back into the spotlight." She looks the other way and calls out. "Coco! Where's my coffee?!" Her assistant, Coco Pommel, is still working for her despite planning to quit. Coco pushes a tray in with coffee while she pants.

"Here you go, Suri." She said.

Suri walks up to her coffee. "And just remember... you're still have a long road before deciding to leave me in the dust."

"I... I..." Coco stuttered. "I know..."

Suri sipped her coffee but dislikes the taste. "Bleagh! Are you even trying with the sugar? Get me a new one. Now." She demanded while Coco becomes a bit frightened by her intimidation.

But poor Coco must follow her demands. "Yes, m-m-ma'am." She takes the tray back while Suri goes back to her studies.

"If only somepony can give me some sort of advice to help me get my game back on track." Suri thought.

Just then, a Warp Ring appeared behind Suri and she turned around to witness it. "Huh?! What is that?"

The Warp Ring spits out a package and the ring shrinks back down to its small size. Suri walked up to the package and takes it over to her desk. She opens it up and opens the envelope containing a letter which reads:

_Dear pony,_

_We may not know each other but we seem to have some taste  
in interest. Anyway, my name is not important right now.  
Listen carefully…_

Later that night, on Angel Island. Knuckles is fast asleep near the altar of the Master Emerald while a Warp Ring appears.

_You desire to be in the spotlight again, right? Then read these  
Instructions. There is a fashion show happening on my world  
that is different to your world and the prize is grand._

Two ponies exited the Warp Ring and land on the solid ground of the floating island. They galloped quietly over to the altar.

_In order to enter you need to present something fashionable,  
but considering that you are losing your edge, I know a nice  
substitute._

The two ponies stared at the Master Emerald.

_Use the Warp Ring to travel to a floating island on my world.  
Once there, you will find a large green gemstone that sits on  
an altar, guarded by an over-confident echidna._

One of the ponies snuck quietly to the altar and bucks the emerald off the altar and onto the ground, without even waking Knuckles. The pony's assistant then ties a rope to the emerald and the pony opens the Warp Ring again.

_Once you have successfully took the Emerald, use the Warp Ring  
and travel to a warehouse in Station Square. There I, and  
my colleagues will provide you the information on what  
goes on in our world._

The two ponies reveal themselves as Suri Polomare and her reluctant assistant Coco Pommel enter through the Warp Ring, exiting Angel Island.

* * *

Later on, the next morning in Ponyville.

It's a bright and sunny morning and over at the Carousel Boutique, the lovely white unicorn, Rarity wakes up in her bed and yawns. "Oh, what a beautiful morning." She trots over to the window and looks outside. "The sun never shined so bright on a day like this." She trotted over to her changing cover and changes out of her pajamas while humming a happy tune.

She then trots downstairs while she continues humming and exits her boutique. "Now, to start the day." She walked into town. "Since Twilight is giving Sweetie Belle magic lessons, I thought maybe I could finally get some quiet time while I work. But first, a quick trot to the market to fetch some gems for my dresses. After all, how bad could this day get anyway?" Rarity spoke too soon as a Warp Ring appeared in front of her and gasped in shock. "Oh my! A Warp Ring?"

A hand with spikes on its knuckles sticks out and pulls Rarity in and she screams. "AHH!"

* * *

Rarity lands onto the ground after going through the other side of the ring. "Oof! Ow…" She lifts herself up from the ground. "Oh, I hope I didn't chip a hoof." Rarity then notices her surroundings. "Wait! Where am I?"

"Welcome back, Rarity." Greeted Rad Red himself as Rarity turned to see him.

"*gasps* Knuckles?"

Knuckles had his arms crossed and his expression seems determined while Rarity fashionably greeted him back. "Why, you dragged me back all the way from Equestria to Mobius just so you could say 'hi'? I was in the middle of something, dear."

"There's no time for that." Knuckles responded. "We have a problem."

Knuckles and Rarity walk. "What problem?"

"The Master Emerald. It's been stolen."

"Stolen?! Well, that's not good. I usually thought you guardian types were so keen-eyed." Rarity then notices. "By the way, how is Locke? Your father?" She asked.

"Gone." Knuckles coldly responded. (Read StH: #184.)

Rarity was struck in a state of horror and then guilt. "Oh… I'm sorry to hear that."

"Don't be. Thank Finitevus for that once I get my hands on him." He replied. (SU: #9-12.)

"What happened, Knuckles?" Rarity wanted to know.

"I don't have time to explain. Just focus here." Knuckles shows Rarity the altar where the Master Emerald was. "The emerald vanished last night when I was fast asleep. Only somebody as sneaky as Rouge would've stolen it. If Angel Island doesn't get its power running again then it will sink into the ocean."

"And you brought me here because…?" Rarity asked.

"If I knew a better treasure hunter like myself it had to be you." Knuckles proclaimed, with his arms crossed and a grinning look.

"I beg your pardon?!" Rarity is shocked by what he said. "You take me for a treasure hunter?"

"Twilight told me while we were flying to Downunda that you had a 'gem finding' spell. If that's true then that means you could locate any kind of gem in the known world, including the Chaos Emeralds."

"Excuse me, dearie, but I think you missed the point that I'm not a treasure hunter." She said.

"What? Why not? You like gems and you find them!"

"Frankly, I only ever use that spell whenever I'm searching for rare gems outside of Ponyville. I'm sorry, Knuckles, but can't you simply find it alone?"

"When the Master Emerald was stolen a scent was left behind in the air, I can't follow it. It's foreign of this world, meaning it came from yours. You know this better than I do." He explained. "Come on, Rarity! I don't want to lose more of my kind. We're growing short and most of my kind are working for Eggman now. I can't fail again. I just can't. Not again… I'll never face my kind ever again." He becomes haunted in his memory.

Rarity looked on at Knuckles who sulks in his past mistakes, feeling a little sad. She felt the pain Knuckles is having, and looks guilty. She then took it upon herself to accept. Rarity trots over to the empty altar and uses her 'gem finding' spell to find a connection before it was stolen. "Hm?" She concentrates while Knuckles watches. "Okay, dearie. My horn has just caught its signature." Her horn glows. "As long as I use my spell, it can act as a sort of compass to track down your luscious emerald." Rarity smiled.

"Great." Knuckles pounded his fists together. "Lead the way."

"Um… I'm not a flyer." Rarity said. But Knuckles takes her up and carries her in his arms. "Oh my! Knuckles, what are you…?" Knuckles glides into the air with Rarity holding dearly to him in bewilderment. "YOU CAN FLY!? AHHHH!"

"Like I said, lead the way!" Knuckles told her and Rarity, with adrenaline coursing through her, does so.

* * *

Over at Station Square, in the warehouse.

Suri had successfully captured the Master Emerald and presents it to Team Hooligan.

"I did you the favor, Mr. Weasel, now what's in it for me?" Suri asked Nack while a nervous Coco stands by her side.

"Well, darling." Nack talks. "The Fashion Quest isn't till this evening and I would be so honored if you could attend."

"Why?" Suri asked.

"Look at the contestants!" Nack shows her the news article that features the human contestants. "They are in no hope of winning this challenge with those sort of dresses and slacks. So then I thought, why not an Otherworlder?"

"Otherworlder?" Coco asks and Suri glares at her making her gasp in fright.

"Another word for beings from another world. But that's beside the point. I heard that you ponies have a taste for fashion designs and I thought I pick one from this so called Manehattan. That being you. You care about looks right? You like being a fashion designer? Then this is your ticket to win it! I want to be there supporting you. And if you win, I'll split the prize."

"Hmm…" Suri thinks about this while Bean in the background plays with a spoon. "I guess you have a point. Besides, it's everypony for herself. You make it sound so daunting."

"Hm, hm, hm. I have my ways of reasoning, dear." Nack smiled.

"So, you want me to crave out pieces of this large gemstone and add it as flourish to my dresses?" Suri asked.

"Of course. I don't care about that emerald. You could do whatever you want with it." Nack said.

Suri pulls it along on a rope with her teeth as she walks. "Good enough for me. Come on, Coco."

"Oh… um… yes, Suri…" Coco helps push it along while thinking about her loyalty towards her.

Bean then talks to Nack. "That pony sure looks cute, bossman. Can I ride her?"

"That pony seems to have a bad taste with her boss." Nack frowned.

"Reeaaaaally?" Bean watches her for a moment. "Nah, I don't see it."

"Still, if she screws up my plan then we're not going home with riches."

"Riches? Like shinys?"

Nack explained. "Remember, boys." And Bark and Bean listen. "She's only the distraction, we're only after the Ruby Sapphire of Station Square. She will be showing her Master Emerald dresses to the judges while we sneak past the guards and take the jewel for the taking. Leaving her in the dust. Honestly, I can't stand these ponies. They are pretty much a better target than everyone else."

"Soooooooo, what were we talking about again?" Bean becomes lost again.

"Once my plan goes accordingly, we'll be rich fools. The pony… well… She'd be better off living in a cell." Nack plans to frame Suri. "She has too much demeanor."

"Right on! I'm hungry now. How about ice cream?" Bean asked Bark while Nack grins.

* * *

"After all, who's going to stop me?"

Knuckles flies over the ocean with Rarity in his arms as she uses her gem finding spell to locate the Master Emerald. Rarity is a bit scared of heights right about now. "Knuckles, dear… when are we going to make a safe landing?"

"What's the matter, scared of heights?" He asked.

"I've had bad experiences in the air three times now." (MLP: E16, E36, E59.)

"Just tell me if we're close." Knuckles demanded and Rarity groans.

"It should be straight forward from where we are." Rarity said. "In some kind of city."

"City?" Knuckles glides down through the clouds and the two look with widen eyes to see… "Station Square!"

Knuckles lands over the boardwalk of the city's entrance while Rarity hops off of his arms. "Ahh… much better." But then as Rarity looked up, her eyes become astonished and full of glaze as she gazes upon the large metropolitan Human/Overlander city. "By the stars of Luna, what is this place?"

Rarity and Knuckles walked into the city. "This is Station Square. One of the human cities on Mobius."

"I beg your pardon for being too kind but, what exactly is a 'human'?" Rarity asked.

"As far as Nate Morgan knew, they were the last surviving race before the Xorda wiped out the entire world with Gene Bombs. Nowadays, it was these similar race of beings called Overlanders."

A bunch of human residents spot Rarity and look with bewilderment. "Why, they look rather… sloppy by my standards." Nevertheless Rarity still looks with happiness of the city. "Still, this city looks magnificent! Looks kinda like Manehattan."

"It used to be living under a mountain since Sonic and the others discovered it, but after Perfect Chaos, the city became open to the world, spreading more influences to other cities like Central City and Soleanna." Knuckles talked while Rarity just trots off. "So the question is: Why would the Master Emerald be here?" Knuckles then looks to his side to notice that Rarity left. "Rarity?" He looks around for her. "Rarity! Where are you!?" Knuckles then gritted his teeth. "Great! First I decided to get her help and she leaves me behind to go and explore the city. The Master Emerald is in danger and all she cares about is the beauty of it?!"

Somewhere in the city, Rarity trots through the street, admiring the cityscape. "Why, this is the most glorious places I've ever seen. Oh, if I lived on this world well… I'd never leave it." She crosses the street passing by the human pedestrians who eye at her. "Well, they obviously know how glamorous I am."

She walks to another road where a car almost hits her as it makes a stop. "Oh dear." Rarity looks at the car. "And their transportation looks are pretty horrendous. Where's the carriage puller?" She thinks it's a carriage.

Soon more cars stop at the road because she's in the way and they beep their horns at her. "Get off the road! What's the big deal! Move it! Get out of here!" They scream.

"And they're most certainly, ungratefully noisy." Rarity frowned as she moves away from the road.

Around the other side of the city, Bark and Bean enjoy some ice cream. "What's your favorite flavor, Bark? Mine's chocolate. Mmmm…" Bean said licking his ice cream on a cone. Rarity then trots into the view from the corner of the building, allowing Bean to spot her. "Hey, look Bark! Another pony!" Bean screamed while Bark becomes shocked as he and Bean spot Rarity who looks to them in shock. "And she's wearing fake eye make-up too! I didn't know it was a trend."

Rarity talks back at them. "Excuse me, but I'll have you know that I-" Bean then cuts her off as he runs up to her.

"Ooh! Can I ride you!" Bean asked the shocked Rarity.

"What? Ride me?"

Bean then starts messing with her mane. "Why is your hair all purple? *sniff* Is that shampoo I smell?"

"ACK!" Rarity screamed and bucked Bean in the face. "You ungrateful-!" Rarity tears over her mane. "My beautiful mane. Why would you do something like that to poor little me?"

Bean gets up, still smiling, and summons a bomb in his hand. "Our boss did say he doesn't want anybody screwing up his plan, so I guess that counts cute ponies as well. Oh well, happy trails!" Bean and Bark run up to attack Rarity and she gallops away from them.

Knuckles stands on top of a lamppost looking for Rarity. "Where the heck are you?"

"HELP!" Rarity cried and Knuckles looked down to see Rarity being chased by Bean and Bark. "If you let us ride you then we'll go easy on you… maybe… probably." Bean said. Knuckles then glides down towards them and tackles Bark to the wall while the bystanders watch or flee.

"Hey, it's Knucklehead. How's the old man himself feeling?" Bean asked Knuckles while still carrying the bomb in his hand.

Knuckles then slugs Bean away. "SHUT UP!" Bean hits the ground while his tongue sticks out.

Knuckles defends Rarity from Bark with the two of them holding their fists together at each other. "Rarity, find someplace to hide!"

"You probably could use a helping hoof." Rarity asked.

"You were screaming 'help' thirty seconds ago and now you want to help?" Knuckles looks to her, only to be slugged in the face by Bark.

"It's part of my passion, dearie." Rarity said. "Part of being an occasional damsel in distress."

Bark continues pummeling Knuckles while he defends himself. "Less distressing, more helping!"

"Oh, whatever you say." Rarity happily says as she uses her horn's magic to levitate and freeze Bark in the air. Allowing Knuckles to cool off and walk over to Bean.

"What's up, Knux? Did you dye your dreadlocks… or fur?" Bean asked as Knuckles aggressively picks him off the ground and interrogates him by pinning him to a wall. "Okay, maybe too much dye?"

"Bean and Bark. Why aren't I not surprised?" Said the determined Knuckles. "Where's your leader, Nack?"

"So, I take it must be a more smooth red dye you used?" Bean asked out of stupidity.

"Stop acting like an idiot for one minute and start talking!" Knuckles demanded. "What are you doing in Station Square?"

"And why did you attack me?" Rarity asked as well. "You think I'm some sort of plush toy or something?"

Bean started to answer cheerfully. "Our boss talked to a pony from another world to steal a big shiny emerald so she could make them out of shiny dresses. He also told us to look out for anyone trying to interfere with his secret plan. So don't tell anyone about our secret mission. Deal?"

"Where?" Knuckles demanded more.

"At a big warehouse near the docks." Bean said. "Hey, after this, you wanna get some hot dogs?"

Knuckles drops Bean and his beak plants into the ground. "Rarity, let's go." Knuckles said.

"Sorry, but this brute seems rather mad." She said about Bark. "Once I cancel out my magic on him, there's no doubt he'll be wanting to throw more dirty punches. And he hasn't even said a word when we face him."

"Bring him closer." Knuckles said and Rarity pulls Bark up to him. Knuckles then quickly strikes a powerful punch to his head, knocking him out cold and making Rarity gasp. "My, isn't that harsh?"

"Trust me, this is better for him. Even for someone who is untalkative as he." Knuckles said.

Rarity drops the unconscious Bark and Knuckles starts walking to his destination. Rarity walks with him as she is worried all of this is getting to his head.

"Knuckles, honey?" She spoke. "Don't you think all this talk about the Master Emerald is getting to your head a bit too much?"

"It's my duty to guard the Master Emerald. I stake my life on it." Knuckles said.

"But clearly, you're being a bit overprotective." Rarity noted out and Knuckles glares at her. "Um… maybe a little…?"

Knuckles calmed down and explained. "My people were wiped out, a long time ago. The Master Emerald held a great power and was protecting the land by a deformed chao. The Echidna Tribe however, found a great use for it, but so did the other tribes. They thirst for its power. One of the echidnas opposed that ambition though. Tikal. She tried reasoning with them but they couldn't listen. And that's when Chaos was born. He absorbed the power of the Master Emerald and transformed into Perfect Chaos, and killed the Echidna Tribe. Tikal managed to seal Chaos back into the Master Emerald along with her life."

The two managed to reach the docks. "So, now… Me and the rest living on Angel Island are the only ones left in this world. Sad, yes. But I fear that I might be the last of my kind one day."

"And why do you think that?" Rarity asked.

"Because…" Knuckles looked ahead. "…I have a destiny to uphold." And spotted the warehouse where he is sensing the Master Emerald.

Knuckles tears through the shutters while clenching his teeth and entered inside with Rarity following and looking around as well. She sees some old stuff that have been inside this warehouse for quite some time and bumps into a globe ball covered in dust and it flies around.

"*Koff! Koff!* Goodness! Quite unhealthy for some antiques to be stowed in here for a long time." Rarity says.

Knuckles then comes across a door and opens it, leading into the wide area of the warehouse. Rarity gazes upon the area with him. "Oh my. This is… very exquisite."

"The Master Emerald was here. I could feel its energy surging through here." Knuckles said.

"Well, good for you. In that case, I'll be on my back to Ponyville." Rarity was about to leave but Knuckles grabs her tail, stopping her. "What?"

"I wouldn't do that." He said.

"Pardon me? Why not?"

Suddenly, a bullet zips past Rarity's face and hits a wall. "Ah!" She yelped.

"It's a trap! Should've been more observant." Knuckles said to himself.

The two are faced against a remote-controlled machine turret and fires at Knuckles and Rarity. Rarity gallops away from the crossfire, with many bullets damaging the objects and destroying vases, and Knuckles runs to safety from the bullet fire. The turret then has the time to reload another magazine and aims at Rarity. She uses her magic to grab an umbrella and opens it up before the turret could fire at her. The bullets rip the umbrella to shreds, making it obviously useless for her to defend herself. Rarity gallops away screaming again while Knuckles climbs on top of a shelf and dives directly at the turret, crushing it down to the ground. Rarity continues running and screaming, until Knuckles stops her in her tracks and realizes it's over.

"Oh, thank you, Knuckles."

"Thanks for the help." Knuckles said sarcastically.

"What do you mean?" Rarity asked.

"Seriously? Running and screaming?" Knuckles criticized. "The last time you were here you could hold out Sgt. Simian, but now… this is how you act? Like you need to be rescued or something?"

"I was in danger!" Rarity said. "That machine came from out of nowhere, mind you."

"And you couldn't be bothered in lending a hand?"

"You seemed to be doing fine on your own. Why do you even need me to find your precious Master Emerald?"

"Because your magic is powerful than mine!"

"No, Chaos Energy is far more powerful than Unicorn Magic."

"It doesn't make a difference that they are all the same element."

"Oh, does that mean echidnas are more evolved than unicorns?"

"That's not the point. You always act helpless." Knuckles admits.

"Helpless? HELPLESS!?" Rarity gets mad and clenches her teeth. "What about you?! You seemed to be helpless without your emerald. I'm only helpless when my friends go missing or when my dresses aren't so spectacular. So why don't you worry about your problems and I worry about mine?!"

"Fine! Go ahead. Leave! See if I ever ask for help again." Knuckles screamed.

"Gladly." Rarity agreed as both she and Knuckles stared daggers at each other for a moment and Rarity trots away.

"Stupid… fashion obsessed… clean freak… lady like… pile of…" Knuckles mumbles under his breath in anger as he searched around for signs of the Master Emerald again. Knuckles eventually steps on something as he walked. He looked under his shoe and sees some bite-sized bits of green shards. "Huh? These shards…" He holds them on his palm. "Their energy…" His eyes widen in shock. "The Master Emerald! But that means…" He notices more chunks of the emerald on the ground. "NO! That can't be… Why would Nack-" Suddenly Knuckles gets darted from behind and passes out completely and the sinister weasel comes out from behind him, laughing.

* * *

This evening.

Knuckles regains consciousness and finds himself strapped in a bumper car. "What the-?!" He's been tied to the seat and cannot break free. "The chains… they're too tight!"

Nack then approaches him and sets his foot on the car. "What's up, Knuckles? All tied up it seems."

"NACK!" Knuckles screamed. "When I get out of this, I'm going to-"

"Do what exactly? Beat me like a punching bag?" Nack talks. "Never big on tough words, aren't ya?" Knuckles glares at him while Nack paces around him. "If you're wondering where you are, you're at Twinkle Park. I've set up a ride for you. You will ride down the bumper slide of this course along with the other empty seated bumper cars." He showed him. "Now here's the fun part. Each bumper car is set with an enormous amount of plastic explosives, including yours. When you reach the end of the ride, the explosives will be detonated and you and the rest of this attraction will be blown to smithereens. Sad I know, but at least I'll enjoy the fireworks from the Station Square Mall."

"What? Why there?" Knuckles asked.

"It's no fun to tell you my secret plan. But I don't want you to ruin it. In any way, you'll still be out of my league." Nack pulls the lever and activates the ride. The bumper car Knuckles is tied up in starts moving. "Don't forget to smile for the picture, Knux. Enjoy the ride, sucker."

Nack runs off, leaving Knuckles to his oncoming doom. "Okay…"

* * *

"…Now I need Rarity."

Over at the Staion Square Hotel, Rarity just sits by near the swimming pool, thinking about how to get back to Ponyville and wondering about Knuckles. "*sighs* I hate to admit it, much as I don't want to… but I need Knuckles to get me back home. Maybe I was a bit too rude about him being over protective." Rarity then walks over to the pool and looks at her reflection. "I mean… sure he can be a bit incentive but he is still a great friend. What I couldn't offer is my generosity to him."

Rarity leaves the pool area. "I guess I could go and apologize… but where could he be?"

She then sees two people walking by. "Hey, I heard the park was closed down."

"Twinkle Park?"

"Yeah, but the weird thing is. I saw a purple rat dragging a red porcupine across to the park. Said something about getting rid of him."

Rarity overheard the talk and her jaw drops with a shock expression.

* * *

Back over to Knuckles, he is riding the bumper cars through the course, with his hands bounded together to prevent him from escaping. He tried hard to free himself but to no avail. "It's seems the harder I pull, the tighter they get." Knuckles looks ahead and sees that he's close to the finish line, that's when the carts will go boom. Knuckles gets a worried look on his face and sweats, thinking he's not going to make it out of this. Suddenly, Knuckles' body is covered in blue aura and it pulls up from the cart. The magic pulls Knuckles up so hard it helps him break the chains off him and is whisked away from the cart before it could cross the finish line and explode.

Knuckles is safely put down onto the ground by Rarity's magic as she walked in. Knuckles sees that she rescued him. "I forgot that I can't leave this world without a Warp Ring." Rarity said and Knuckles smiled.

"Thanks, Rarity." Knuckles then apologizes. "Look, I'm sorry about what I said earlier."

"Oh, don't be silly. I'm used to it all the time. I've had my share of troubles with Applejack much more than you. But I'm very sorry too."

Knuckles and Rarity looked at each other and smiled, knowing that the two are even and have forgiven each other. But Knuckles turned his head quickly and realized. "We have to stop Nack! He's at the Station Square Mall, and he's got the Master Emerald!"

"Well, what are we waiting for. Let's gallop over there and stop whatever he's planning!" Rarity said and Knuckles nods. The two race out of the park and straight to…

* * *

…Station Square Mall.

The Fashion Challenge has begun and many people are there. Taking their seats as the host walks on stage and talks. "Ladies and gentlemen. Welcome to the Station Square Fashion Quest. We would like to thank the Station Square Education Board for funding this event as well as the Guardian Units of Nations for their appreciation. We would also like to thank our supporting friends to act as judges for this event." The judges wave at the applauding crowd.

Backstage, the contestants and Suri Polomare get ready to show off their fashionable designs. "Coco! Bring them in!" Suri called out.

Coco pulls out a hanger of dresses in pony mannequins, wearing ball gown dresses with emerald shards on them. Suri examines them. "Hm… What did you do to the rest of the emerald?"

"Well, um… I couldn't carve the rest of it." Coco reveals the Master Emerald, from behind the curtain and sees that only the top corner of it has been carved out. "So, I thought maybe we can use it as something to blossom the crowd with."

Suri gets angry. "Coco! Stop with all of your senseless ideas and carve the rest of it! I need more dresses and more pizzazz on them. I can't leave the crowd hanging like this." Suri walks away leaving the frightened Coco to do as she is told.

As Coco begins to carve out the emerald with a chisel and hammer in mouth and hoof, blue liquid is pouring out of the Master Emerald which she is unaware of.

As the fashion show begins, Nack is seen sneaking over to the restricted path of the mall in light of the show. "Where are Bean and Bark? They're late!" Nack opens the skylight to the roof and out comes tumbling in are Bean and Bark. "Whee!" Bean screamed. The two land on Nack.

"You're on time. Now both of you… GET OFF ME!" Nack shoves them off of him in anger. "What took you so long anyway?"

"Sorry, bossman… but Bark and I ran into another unicorn with beautiful eyes and I wanted to ride her." Bean said.

"Stop saying you want to ride a pony, you stupid unintelligent-" Nack told Bean but then realizes what he said. "Wait! What do you mean 'another unicorn'?"

"You know, the one who's with Knucklehead. That reminds me… I forgot to floss my beak." Bean said again and Bark facepalms.

"You mean to tell me that Knuckles did not came to Station Square alone? That he has brought another pony with him!?" Nack freaks out but calms down. "Boys! We need to hurry. Suri's performance will begin soon and the longer she stays out there the more time we have to pull off the heist." He pushes them to it. "Let's go! Before those two come and ruin this!"

"Sure thing. But why do you want the jewel so badly?" Bean finally asked.

"No time!" Nack told them again and they go to steal the jewel.

Outside, the mall, Knuckles and Rarity arrive and see a large number of people gathered at the mall.

"Why, there's certainly a lot of humans surrounding the mall. I don't think we'll find our thief anywhere through this." Rarity said.

"We need a better view. Maybe up the skylight." Knuckles runs up the wall and climbs up to the roof of the mall using his spiky knuckles. Knuckles then gets a good view of the show but he doesn't see Nack anywhere. "Huh? Nack's not around here. What's going on?"

"And now, ladies and gentlemen, our next contestant. She says she comes from another world and she loves jewels. She is here to show us a line of dresses that could shape up our city. Meet… Suri Polomare!"

The audience claps as the people gaze in awe as the self-centered pony herself walks out on the walkway wearing a ball gown with the Master Emerald pieces and everyone in the audience is amazed and so are the judges. Knuckles however… watching this becomes flustered by the whole concept. "What?!" He grinded his teeth. "He hired a pony to steal my emerald?! If those are the shards of the Master Emerald… then that means… Nack, you little weasel!"

Over to Nack again. The three enter the jewelry shop. Bark destroys the security camera while Bean makes faces to his reflection. Nack bypasses the lock on the Ruby Sapphire and unlocks the glass case. Nack then greedily takes the gem and starts to leave.

While back over to the show, Suri continues showing off her dress and presents more dresses of the same kind. "Don't worry, everyone. I've made more for each of you." She told them but then Knuckles bursts out of the glass, surprising the audience and lands on the stage, surprising Suri. "Ah! Who are you?!"

Knuckles stands tall at her and holds his palm out. "Give me back the Master Emerald right now!"

Suri realizes and smirks. "So you're the echidna, he warned me about."

Security guards who were watching the show were undistracted now and looked at the monitors to see Nack and his gang leaving the jewelry store. "What the?! Sound the alarm! The jewelry store is being robbed!" The alarm is sounded. Surprising the audiences, Knuckles and Suri as the alarm goes off.

Nack stops in his tracks with small pupils. "Oh no…" Bark sees that that the camera he destroyed was still operational.

"I love the sound of sirens in the evening." Bean happily says.

A few mini turrets then pop out and shoot stun beams at Team Hooligan. "RUN!" Nack screamed as He, Bark and Bean avoid the shots being fired upon them.

The audience and the judges become confused on what's going on while Knuckles continues to confront Suri. "I said, give them back to me. They're not yours!"

"They're mine now. I have a motto you know? It's everypony for herself." Suri says.

"Get off the stage, knucklebrain!" One in the crowd shouts and everyone else is shouting at Knuckles to get off the stage.

"Everyone, listen! You are all in grave danger!" Knuckles said. "The same disaster that happened in Station Square is going to happen again."

One of the guards comes up to the host. "Sir, the mall's being robbed."

"Robbed? Now? By who?"

Stun beams then fly through the audience and they flee for covered while Knuckles tackles Suri to the ground to avoid being hit. The judges also take cover along with the host. Team Hooligan then burst through the upper window and drop down to the stage. "YAAAAH-Hoo-hoo-hooey!" Bean screamed. Nack hits the stage and Bark lands on top of him and then Bean lands on them. "Yeah! Rock on!" Bean shouted.

"Team Hooligan!" Knuckles spot them and Nack smiles nervously.

The audience flee out of the mall allowing Rarity to trot on through and find out what's going on in there. Stun beams continue to fly through the stage causing the judges to flee as well.

"What did I tell you about that new security system? Only activate it when there's an emergency!" The host yelled at the guards.

"Sorry, the moment the alarm is sounded, the mechanism kicks in." The guard replied.

"Well, shut it off! You're ruining the event!"

Knuckles walks up to Nack but as he tries to flee, he trips over the stage and drops the Ruby Sapphire out of the bag. Suri becomes shocked by this. "A sapphire?" She becomes angry and stops Nack from getting the sapphire, despite him reaching out for it. "You set me up… for a sapphire? That's your takings? And all I get are these worthless emeralds that I carved out of to put on this little show?"

Nack laughs nervously and tries to calm her. "I was going to reward you further."

Suri instead picks up the Ruby Sapphire making Nack drop his jaw. "Well, I might as well take it as a reward then. For all the hard work I've done for you."

"No! I need it!" Nack pleaded as he got up. "You don't understand. I- I-"

"Face it, Nack. You win some you lose some." Knuckles taunted. "Now, I'll be taking my Master Emerald back now."

Coco then runs in, panic stricken and warns Suri. "Suri!" She called out and Knuckles stopped.

"What is it, Coco? Can't you see I'm calling off the deal with our little associate here?" Suri responded.

"Um… we've got a problem? A very, very, very bad problem." Coco whimpered. "But it's not my fault. I had nothing to do with it."

"What did you do?" Suri walked up to her.

"Remember when you told me that I had to carve out some of the emerald for your dresses. I took a break, then when I came back-" Suddenly the ground shook, causing everyone in the area to feel it. Just then, a watery creature bursts through the floor and lands in front of them, alarming Knuckles.

"CHAOS!" He screamed.

A creature made of water, has green eyes and his brain is almost visible through the water. Knuckles tries to slash it with his fist but it goes through him like water and Chaos kicks him away. Chaos then laid eyes on the Ruby Sapphire Suri is holding and attacks her, making her shriek in terror. Suddenly, Rarity enters and shoots a blue beam at Chaos, knocking him back to the stage. Suri opened her eyes and spotted Rarity.

"What? You?! What are you doing here?!" Suri asked her rival.

"I should be asking you the same question, Suri Polomare. How in Equestria did you get here?" Rarity asked.

"Uh, guys? We have a crisis right now. No time for a reunion." Knuckles reminded as Chaos lunges again, this time at Bark who tries to hold him back with his strikes but Chaos uppercuts him into the air and lands on Nack. "Oh my!" Coco gasped. Bean then summons a bomb in mid air and tosses it at Chaos. "Time for you to go BOOM!" He cried but the bomb just went past Chaos and its water doused it's fuse. This causes Bean to go into a dramatic trauma and he morns over a dud bomb.

"Bomby…?" Bean crawls over to his 'dead bomb'. "Little Bomby?" Bean sheds tears as he morns over his 'loss'. "What happened? You were going to go 'boom'. There was going to be fire and everything. But all you did was thud." Chaos walks over to him. "I shall forever remember you, and call you Jessie." Bean changes his mood as he tries to name the bomb. "No… it needs to be gender neutral. Maybe, Sam? Taylor? Reggie?" Chaos then strikes away Bean. "WHEE!"

Chaos then lunges at Rarity, Suri and Coco, the three managed to duck from this attack but Chaos is still on the move. He shoots his water hand at them and they get thrown back from the impact. Suri then drops Ruby Sapphire in which Chaos then lays his eyes upon and rushes in to grab it, only to be stopped by Knuckles, who smashed the floor, causing a crack and making Chaos drain into it. Knuckles then angrily faced Suri.

"ARE YOU CRAZY!?" Knuckles lashed out. "How could you release Chaos out of the Master Emerald by carving out a few remnants of it?"

"Why are you blaming this on me for? It was the weasel's idea." Suri told him. "He asked me to perform at this show using the emerald for dresses. Thought this would be a chance to show the world my inspiration."

"Oh yes. By stealing someone else's property? Hint hint?" Rarity reminded Suri.

"I've always been jealous of you, Rarity! Because of you, all of my latest designs were restocked. I had to take something from your inspiration. It was the only way I could get back to being at the top of my game."

"Game? You think this is a game?" Knuckles is angry again.

Rarity then spots Coco. "And Coco Pommel? Why are you still working for Suri? I thought you quit."

"Um… um…" Coco stuttered.

"What my bumbling assistant here is saying, is that she would never quit out on me." Suri said.

Rarity becomes shocked and turned to Coco. "But… what you said to me…"

"I didn't mean it." Coco is obviously lying and crushes Rarity's heart.

"But…"

"Stop whining, drama queen." Suri pushes Rarity aside and walks to pick up the Sapphire. "Coco only said all that to cheer you up and the trophy should have been mine. But it doesn't matter about that anymore. All I care about is my reputation. Quality over quantity." She reaches her hoof for it but just then, Chaos' arm bursts through and grabs both Suri and the sapphire. "AHHHH!" Suri screamed as Chaos transformed into Chaos 6, much to the horror of Coco, Rarity and Knux.

"What was that sapphire made of?" Rarity asked in panic.

Nack woke up for a bit and explained. "They were carved out of the old Super Emeralds the hedgehog used to defeat Perfect Chaos that one time when it attacked Station Square."

"But… they transformed into Chao. How could that gemstone contain those properties?" Knuckles demanded.

"The sapphire was made before the incident happened?" Said Nack.

"And you wanted to sell it for money?" Rarity added.

"What can I say? Looks can be deceiving." Nack says before passing out with Bark still lying on him.

Rarity then turns back to Chaos 6 and sees an unconscious Suri inside of him. "We've got to help her! Sure she may be the most ungrateful pony in town but she cannot suffer like this."

"I agree. But this isn't like the last Chaos me and Sonic fought." Knux explained.

"What do you mean?" Rarity asked.

Knuckles points out. "The sapphire must be his only power force before he could unleash his full strength. More of that power would make him unstable."

"So… you're planning on…?" Rarity understood.

"We must destroy the sapphire, but first we must weaken him and then reseal him back into the Master Emerald."

Chaos then quickly attacks them with its tail but Rarity and Knuckles dodges. "I'll handle Chaos. You rebuild the Master Emerald, quickly!" Knuckles rushes at Chaos to attack. "Okay!" Rarity follows along.

Rarity runs to the ME and uses her magic to take the shards off the dress and place the pieces back together. Knuckles battles Chaos 6 by punching him but still his punches go through him like water and Chaos knocks him away into the mall area. Coco gasps again and runs off to help him. Knuckles gets back on his feet and looks around to see where Chaos went. Chaos then jumped down from the beams above and slams Knux to the ground. "UGH!" He moaned. Chaos moves to attack again but Knuckles backflips away and holds his guard. "Hurry up, Rarity!"

"Give me a moment, dearie." Rarity tries to jam a piece into the emerald but it doesn't stick. "Ugh! This would be a lot easier if it wasn't so broken apart. And to think I found it rather beautiful."

Knuckles tries to evade Chaos attacks but the echidna wasn't lucky to dodge the fourth strike of its tail and slams into a wall. Knuckles is getting weak and looks up. "There must be another way to deal pain on him." Chaos 6 moves towards Knux but then he spots a security turret nearby and he dodges away from the crossfire of concussion beams. Knuckles glides through Chaos and the beams damage Chaos. Knuckles sees that it works. "That turret just splattered him." But Chaos 6 reshapes back and undamaged. "But it won't work well if he keeps pulling himself back together."

Rarity repairs the Master Emerald. "Done it! Knuckles! I'm ready!"

"Give me a second!" Knuckles glides around Chaos but the water monster pins him to a wall with it's tail and holds him there. "Or not!" Chaos was about to deliver a blow to him but Coco then appeared with a glare on her face, behind Chaos.

"Hey! Why don't you pick on somepony your own size?" She asked and Chaos turned to her. "Um… if that's okay with you?" Coco asked nervously.

"What are you doing? RUN!" Knuckles yelled to her but Chaos shoots his water blast at her but Coco dodges out of the way and Chaos' arm destroys a nitrogen tank, freezing him up and allowing Knuckles to break free.

Rarity then gallops into the view and tosses the ME with her magic to Knuckles. "HERE!"

Knuckles caught it. But then a turret appeared behind Rarity. "LOOK OUT!" Knuckles warned and quickly Rarity ducked under the fire of the turret and blasts Chaos to pieces, releasing Suri and the sapphire. Rarity then shoots a powerful beam at the jewel, destroying it as it shatters.

Knuckles lands back on the ground next to Coco and he starts reciting Tikal's prayer as he puts the emerald down in front of him. "The servers are the seven Chaos… Chaos is power, enriched by the heart… The controller exists to unify the chaos." The ME glows and it shoots out a shockwave of light, engulfing the area and transporting Chaos back into the Master Emerald. Once that was over, Knuckles sighed of exhaust and so does Coco. "Phew!"

"Oh my… that was…" Rarity becomes excited of what she's been through. "…extravagating!"

Knuckles walked up to Rarity. "Thanks for all your help."

The two both shake. "Not at all, dearie. After all, it was much more fun than just sitting at home and making dresses."

Nack then crawls over to the destroyed sapphire. "My… sapphire…" He weeps over its tiny pieces as they falls through his hands. "My precious sapphire…"

"Deal with it, Nack! Jewels can't buy you anything!" Knuckles said to him.

"This jewel was supposed to pay back the debt I owe to Mammoth Mogul!" Nack lashed out at Knuckles.

"Then why go through the trouble of hiring a fashionista to do the dirty work while you sneak by and take the jewel without suspicion?" Rarity asked.

"The annual Fashion Quest in Station Square only lasts for ten minutes. After that, the mall closes and becomes under heavy lockdown. That explains the turrets. It takes me fifteen minutes to pull off a heist like the sapphire and I hired Suri Polomare to make the show last longer so I can get in and run off in time. The sapphire was only there for a limited time only and I had to take it. But thanks to you, the sapphire is destroyed and now I cannot pay the debt."

"Oh dear. How much money was it that you owe him?" Coco Pommel asked.

"Ten rings." Nack answered.

"You owe Mogul ten rings for your hard service?" Knuckles asked in confusion.

"The only job I ever got from him was to capture Sonic and all I got was a headache." (StH: #187-188.) "I would sell the sapphire for about twenty rings and keep half as a bonus."

Bean then walks in with Bark. "Wow. I never knew you were a cheapskate." Bean said.

"Shut up, you idiot." Nack said.

Suri then gets up after hearing about this. "What?!" She yelped. "You mean… that sapphire was worthless?"

"In a way, yes." Nack replied leaving Suri in a state of shock. "And with that… I'm off to find some other way to pay my debt. Don't give me a life lesson, unicorn, because I don't need one." He told Rarity and starts to leave. "Bean, Bark. We're leaving."

Team Hooligan leaves and Bean starts annoying Nack again. "So, what's next, bossman, chief, general, big shot? We go ice skating now? Or maybe we can eat out. I call dibs for peanut, butter and J!" Bark didn't mind and all Nack could do is groan and face-palm.

Rarity then walks over to Suri. "Well, not so easy being popular now, are you?"

"All I wanted was something new to inspire." Suri said.

"Suri, if there's one thing I learned; it's that nothing good comes from anything to inspire others. You may do things your own way but you simply cannot show your inspiration from somebody elses." Rarity said.

"And you're telling me this because?" Suri gets mad at her.

"Because, all you care about is fame." Rarity said. "I mean, I do enjoy the spotlight and all but fame drives you away from your friends. You sometimes forget that you're helping them in dire situations like the one we were in earlier. Only when you discover your true strength, you can make a difference. Isn't that right, Knuckles?"

"Yep! At least from your understanding." Knuckles said.

"Pttf! Whatever. Enjoy your cheesy friendship then. Let's go back to Manehattan, Coco." Suri walks past Coco in which she noticed that she isn't following her. "Coco? Let's go!"

Coco glared. "No! I quit!"

"What?!" Suri becomes flustered by this. "You can't quit on me!"

"I can so! Just watch!" Coco turns around, taps her front hoof at her and huffs, walking over to Rarity.

"Fine!" Suri pulls out her saddle bag and takes out a Warp Ring back to Manehattan. "Don't come running back to me for work!" Suri said her last words before leaving through the Warp Ring and it disappears.

"I'm glad you made the right decision, Coco." Rarity smiled.

"I never meant all that I said before." Coco explained. "You know, about lying to you. I'm sorry… I was forced to. Suri was serious that she needed my assistance because she was losing her touch. And that having me around would just calm her stress. But I realized my promise to you, Rarity. I should never have been so blind. Your generosity helped me through my time of need before and this time I will make the better of it." Coco then lets it out. "I want to move into Ponyville. That way I can learn more about your wondrous ways of generosity and friendship."

"You most certainly can." Rarity said. "And I accept your apology." Rarity and Coco smile and hug while Knuckles taps his foot impatiently.

"Um… hey." Knuckles called to them. Rarity and Coco look to Knuckles. "You still want me to take you back to Ponyville. I've got a spare Warp Ring." Knuckles offered.

"Oh my. I've completely forgot! I need to get some dresses made for my client quickly." Rarity said.

"I'll help you." Coco offered her assistance to Rarity and she sincerely smiled as Knuckles opens up a Warp Ring and the two ponies leave.

* * *

_"My day was going swimmingly, when an old friend dragged me over to his world and asked for my help. At first I was critical to his conditions, but I remained faithful to him as much as I am to my friends. I ran into another old friend whom I thought had settled for a better job, but offered mine instead. You can never have too much than to have help from another friend, no matter what the differences they have. And it's always right to accept who you are and never rush things for a fancy lifestyle." _Rarity wrote in the journal back in the Carousel Boutique. She puts down her pen and trots over to see her new dresses she's made with the help of Coco Pommel. _"As for Coco… well… She decided to move on and become her own manager in her own shop in Ponyville and I'm am more than proud of her." _Coco walks through Ponyville with a happy smile on her face. _"I do hope for the best of her. She has become a very good friend of mine. Perhaps too good."_

Coco's eyes then sheds a tear and it drops to the ground and… like the others, it forms into a heart.

* * *

Back on Angel Island, Knuckles is guarding the Master Emerald as the island continues to float again. As the sun shines on his face, suddenly he hears a voice.

"You can't guard the emerald forever, guardian." It said and Knux gets startled. He turns around with a glare.

"Who's there!?" He holds his fists up. "Show yourself!"

He spots a black shadow in front of him and gasps. "You think you can protect anyone? Even your people?"

"Who are you?! You are trespassing on sacred property!" Knuckles growled.

"True… but still… Here's a fair warning to give you a little insight." He talks. "A dark storm is coming to Mobius, guardian. A dark, dark storm. Out of this world, you might say. The connection between the pony world and the Mobian world will soon break its hinge and become whole. The magic and Chaos won't be able to comprehend with each other and you are too weak to stop it."

Knuckles is confused and angry. "What are you talking about? What storm? What connection? SPEAK!" Knuckles charged at him to strike a right hook but he disappears in a puff of smoke and Knuckles becomes even more confused.

"You will find out. For now, enjoy your petty games. The time will come. Eventually." The voice said as its smoke flies within a current and away from Angel Island. Knuckles is lost and confused about what happened but he continues to have a determined look and stays his position.

"Whatever you say… whoever you are." Knuckles replied while he guards the Master Emerald. "When the time does come, hit me with your best shot."

**_The End_**

* * *

**Act of Vengeance: Part One**

Over in the secret base under New Megaopolis, the Dark Egg Legion chapter finalizes their operations of the maintenance. A legionnaire then runs up to the grandmaster who is overseeing the repairs from the balcony.

"Kommish- Uh… Grandmaster. We've gathered some intel just as you requested."

The grandmaster of the chapter, Lein-Da, who was recently restored back to health by Doctor Eggman, frowns upon her follower. "Anything?"

"The other chapters are struggling just as we are. The Baron's Oil Ocean factory is destroyed by Sonic the Hedgehog." (StH: #217-218.) "Doctor Eggman is very upset about it, considering he hates Sonic."

"Hatred isn't going to allow him to win." Lein-Da said. "The Doctor is still using us as his personal playthings. Whatever plan he's got going, it isn't going to change."

"There's one other thing."

"Speak." Lein-Da turned her head towards him.

"We've done some gathering of some personal intel you requested. About Enerjak 3.5. Enerjak Tiara."

"I'm listening."

"Apparently… this is going to sound way off but… the pony that Enerjak possessed at that time, has the blood of an echidna. Which was why Enerjak was able to fuse with her. Finitevus must have chosen very wisely on this one."

"Impossible! There aren't no ponies in the Brotherhood of Guardians! Nonsense!" Lein-Da refuses to believe this.

"When Enerjak Tiara drained Remington of his cybernetics, he apparently had some of the data linked to him. The pony is of our blood. Somehow. But I don't know how."

Lein-Da is still skeptical but she then holds out her hand. "Show me her face."

The follower shoots up a holographic picture of the Ponyville Elementary Class. "Bottom left corner. The pink one wearing the tiara." He told her and Lein-Da spots her. At first her eyes were shocked but then they turn into a sinister glare. "Your orders, Grandmaster, Lein-Da?"

She continued to stare at the pony in the image, Diamond Tiara. "Destroy her."

"As you wish."

**_To be continued…_**

* * *

Somewhere, high in the skies of Mobius. A green hawk is shown, sitting in his desk after listening an unknown figure's proposal.

"Treasure, huh?" He smirked. "What's in it for us?"

"Oh nothing much. I heard there was a rare ancient treasure hidden in a land called Equestria." Said the unknown figure.

"Why don't you get it yourself?" He asked again but the figure tosses a Warp Ring to them.

"The treasure is guarded by a deadly beast, and even I cannot defeat it with my powers." He said. "Only true treasure hunters can reach this place and uncover the secret treasure hidden over there."

"Beast? Treasure? Hidden? Are you doubting the name of a Babylon Rogue?" Jet the Hawk puts his feet up on his desk as he spins the Warp Ring around his finger. "If it's a challenge you're giving us then we'll take it!"

"Great! Just one word of caution: There is a 'yellow Pegasus with a pink mane' who claims herself to be the fastest creature in the universe. She loves animals and she loves being friendly."

"Fastest? Animals? Friendly? Yuck!" Jet gags. "Who does she think she is? She's messing with the wrong rogues!" Jet gets up and grabs his Extreme Gear board. He opens up the Warp Ring and Jet assembles his gang. "Wave! Storm! Gear up!" Wave the Swallow enters and so does Storm the Albatross, as they stand by Jet as he puts his goggles on, preparing to depart. "We've got treasure to snag and a fast pony to out-speed!"

**To be continued in the next story "Shy High"!**

* * *

**Thank you for reading. S****tay tuned for the next story. Oh and another question about my deleted stories will have to take it up with Amy Rose.**

**I am currently in the making of a new story that will make up for my honest mistake so don't fret.**

**The original title of this story was going to be called "Victim of Fashion" but I changed it.**

**I am currently editing Chaos is Magic. For more dialogue and extra characters that didn't make the final cut. It will later be renamed "Chaos is Magic DX" which stands for 'director's cut'. Peace!**


	4. Shy High

**My Little Pony/Sonic the Hedgehog**

**FRIENDS & FOES**

_Fasten your seatbelts for another tale. Starring the cute and adorable Fluttershy and the genius two tailed wonder Tails. Also starring Jet the Hawk of the Babylon Rogues._

_Takes place after "It Ain't Easy Bein' Breezies" and the "Babylon Rising" Arc from Sonic Universe._

* * *

**_SHY HIGH_**

On Mobius, in the aftermath of the Babylon Garden incident.

In the snowy mountain tops. Great Battle Kukku XV kicks the doors of his escape pod off and they were sent flying. He walked out but then tripped into the snow as he relishes in anger about his failure to claim Babylon Garden.

"Curses…" The bird uttered and slams his fists hard onto the ground and shouted. "CURSES!" He slams them several times. "Curses! Curses! Curses! CURSES! I was so close! Coming this far… and now this happens…"

Dr. Fukurokov exits out while holding his head, suffering some kind of concussion. "I'm afraid… Battle Lord… we've lost Babylon Garden."

Battle Lord walks up to him and grabs him by the throat, causing Fukurokov to gag in his grasp. The ticked off bird holds his scientist in the air and demands answers.

"Where is Jet?! Where is he now?"

"*Ack!* We lost contact with him *Gak!* when the garden raised into the air. *Ack!* Don't know where… he is…" He said running out of breath and the Battle Lord drops him, allowing him to catch his breath.

Battle Lord then speaks into his communicator. "Speedy… Son… Are you there?"

The green bird then floats down and reports for duty. "Yes, father."

"Where is Jet?" He asked.

"Apparently, Jet and his rogue team had abandoned us once again, Battle Lord. If you had listen to me-" Speedy talks but gets abruptly slapped in the face by the Battle Lord.

"DON'T TALK TO ME LIKE THAT, BOY!" He screamed while Speedy felt his hard slap hit his face and gets up.

"Battle Lord, I tried to stop him but if we had just-" Speedy talked again but the Battle Lord slaps him again and he falls to the ground.

"Your effort isn't good enough, boy! I am disappointed." Battle Lord said.

Speedy gets up again and Doctor Fukurokov helps him up. Speedy stared a dagger in his father's eyes as he breathed heavily in anger.

"Speedy, I am your father and you will listen to what I say and whatever I tell you. So, if you lecture me once more, you will be demoted by your rank. Understand?"

Speedy was reluctant to agree but he coldly nodded his head. "Yes, father."

"Now, me and Doctor Fukurokov have got to rally up our men. You will take two of the Battle Bird and you will track down Jet and his gang and bring them back to me alive! Got it!?" He commanded his son and with a glare in Speedy's eyes he accepts. "Yes, father. It will be done."

Speedy flies off with two Battle Bird soldiers following him in flying pods. Battle Lord and Fukurokov watch him fly through the sky while the Battle Lord grits his teeth in anger. "I will have your head for this, hawk. When I get my hands on you, I will pluck every feather from your dirty wings!"

* * *

Somewhere in the skies, Miles "Tails" Prower is flying his Tornado to track down the Babylon Rogue as well.

"Tails! How goes the search?" Sonic called through radio.

"In progress, Sonic. I'm tracking down the Babylon Rogues with my radar. How is everyone?" Tails responded.

"The residents are a bit horrified. Ixis Naugus is a bit ticked off he got his butt kicked. And yeah, they're going on about Nicole again." Sonic said.

"I still can't believe they haven't gotten use to the Iron Dominion's invasion yet." Tails replied. "Is Nicole okay?"

"She'll be fine. Listen… I heard about your encounter with these Battle Bird dudes on Cocoa Island."

"Yeah?"

"Sure. Bunnie told me about it. You're scared of these guys are you?" Sonic asked.

"Sonic, if there's anything I'm scared of, its that I wouldn't know what to do without you. These guys are a piece of cake, don't worry about it."

"I'm not." Sonic says. "It's that green dude with the shell that I'm worried about. He seems rather vengeful about you. What did you do to ruffle up that guy's feathers?"

"He hates flying animals that aren't birds." Tails answered.

"Okay… Look, I gotta get back to helping these people with Amy. Call back as soon as you can, once you get a read on Jet and his gang. We got some talking to do with them."

"No problem, Sonic. Tails out." Tails responds before switching his radio off. Tails flies over the ruined debris of Babylon Garden. "I can't believe these guys did all this just to uncover this garden. Well, it won't matter once we catch those guys and get some answers." Suddenly, Tails' plane almost gets caught by an explosion in the air. "WHA-?!" Tails gripped onto the controls and maintained the stability of the plane while he looks over his shoulder to see what hit him. "Just… what was…" Tails gasps as he spots Speedy and two of his Battle Birds speeding after him. "Speedy… again?! This is getting old." Tails glares and tries to outfly Speedy in his plane.

He flies his plane toward the sky while Speedy does the same. Tails turns on some switches on his dashboard. "Let's see if he can handle a little breeze." He remarked as Tails flies his plane through clouds. Speedy continued to follow him through the air, while Tails shoots out some rockets from his plane that destroys one of the battle bird's hover pods and he parachutes to safety.

Speedy gets angry of this. "You freak…" Speedy finally speeds up and catches up to Tails. Speedy tries to grab Tails out of the plane but this time unlike before, Tails does a barrel roll causing Speedy to lose his grip off the plane. Speedy recovers in the air as the Tornado does a turn and heads straight towards Speedy. Tails shoots electric blasts at him but he evades them as he soars through the sky.

The other battle bird's hover car is behind the Tornado and was about to shoot it down but Tails' robot dog, T-Pup, pops out and fires a laser beam at the hover pod and it explodes, leaving the battle bird to jump out. "Good dog." Tails congratulated T-Pup. "Yip, yip!" T-Pup yapped. But Tails gets surprised as Speedy lands on the Tornado's wing and stands there while giving off a violent frown.

"What is your problem?!" Tails asked angrily. "Why can't you guys just leave us alone?!"

"You owe us for that stunt you pulled back on Cocoa Island, freak." Speedy said.

"But why me?"

"You are a freak of nature that doesn't deserve to soar the skies!" Speedy screamed.

"You come after me and blow up my town just to find some long lost relic, all because of revenge?"

"It was the Battle Lord's plan… but you? You shouldn't have interrupted our plans in the first place." Speedy then lunges at him. "Enough talk! You're going all the way back to the ground, dork!"

Speedy and Tails have a little scruffle with each other for a moment but then Tails accidently hits a switch and it activates a Warp Ring inside it. Tails, Speedy and the Tornado then disappear through an opened Warp Ring…

* * *

…And reappear on the other side. Tails and Speedy continue their struggle until they see an orchard of apple trees and they scream. "Ahhhh!" The Tornado shreds through the trees, even driving off some Vampire Fruit Bats from their places until the Tornado comes to a complete halt. Tails coughs while a fruit bat sucks an apple on top of Tails' head dry. "Wah!" Tails got spooked by the bat as it flies off. Tails gets out of his plane and looks around. "Wow! It really worked." Tails realizes. "I'm in Equestria. I can't wait to tell Sonic about this."

But then, Speedy emerges out with a headache and lunges again at Tails. Speedy pins Tails to an apple tree and a couple of apples fall down while Speedy interrogates him. "What did you do, freak!? Where are we?"

Tails then answered. "Far away from your master."

Speedy held his fist out at him. "Tell me where we are right now, kid, if you want to keep that good face of yours."

Tails secretly presses a button on his wrist watch. "T-Pup, attack!" Tails shouted and T-Pup charges at Speedy, but the green irritated bird kicks the robo pup away and it whimpers.

"Your stupid dog isn't going to save you this time." Speedy said.

"Wasn't counting on it." Tails said while Speedy gives off a confused look. He then turned to see the Tornado is emitting a sonic signal. It's attracting all the fruit bats to the area. Speedy looks up to see the fruit bats coming while Tails plants another device on Speedy's flight harness. "Hey! Wha?" The fruit bats then converge on Speedy and he is covered by the bats. He tries slapping them away but there are too many. Tails and T-Pup ran through the trees to get away while Speedy flies into the air to outrun the fruit bats.

After everyone has left, Granny Smith walks in to see what the disturbance was. "What in Saint Apple John is goin' on 'round here?" She gasps at the sight of apple trees on the ground, squashed apples and a large blue plane. She then screams. "Ahhh! Aliens! Aliens have invaded our land!" She quickly rushes back to the farm.

* * *

Tails walks over the grassy plains with T-Pup hovering with him. "Wow. Look at this place. It's so beautiful and full of life. I wish this was like our world. A world without war. Just peace." Tails looked down. "*sigh* Our world would be normal without Robotnik and I wouldn't had to grow up in such a world like that. But if it weren't for Sonic, I wouldn't have come to show bravey against Robotnik. I owe him a lot. But here… everyone here is happy and there is no heartbreak. Makes me feel like everything is not so bad at all."

Just then, T-Pup whimpers behinds Tails and he notices. "Huh? What is it, boy?"

"Yip! Yip!" T-Pup faces something.

Tails turns around only to be met with a swift strike of a bear claw, but he dodges. "Whoa!" Tails and T-Pup are confronted by an angry bear who growls at them. Tails tries to make a run for it while T-Pup follows him and the bear chases Tails. Tails is apparently too struck up to fly away as he runs from the pursuing bear. *Roar!* Just then, Tails trips over a turtle and falls to the ground. The bear caught up to Tails and grabs him. "Ahh! Help! Somebody!" The bear was about to do something horrible to Tails but a sweet voice boomed behind the bear.

"STOP! WHAT ARE YOU DOING!?"

Tails recognizes the voice. "That voice… It can't be…"

The yellow Pegasus with a pink mane flew up to the ashamed bear with an angry look. "Now, Harry, what did I say before? Don't eat your animal friends!"

"Fluttershy!" Tails exclaimed happily.

"Now put down that poor little fox." Fluttershy commanded the bear and he does so. Tails is surprised by her ability to communicate with animals. "Now you march right back to your cave and think about what you have done." She told the whimpering bear as he crawls away back home.

Fluttershy then puts on a happy look and lands in front of Tails. "Tails. I'm so happy to see you again."

"Yeah, me too." Tails dusts himself off. "Thanks for the save by the way."

"Oh, you poor thing. What are you doing here? Did you followed us back to the portal too?" Fluttershy asked.

"Actually… I came here using a device I made. I can conjure a Warp Ring with a press of a switch." Tails said.

"Wow. That's sounds... super." FS is a bit impressed by Tails's device.

"Wait a minute! Was somebody else here before me?" Tails asked.

Fluttershy and Tails walked to her cottage. "Oh, why yes. Shadow was here not too long ago." (See Chapter 2 of this story.)

"Shadow? What was he…?" Tails asked but then he shakes his head. "Never mind that. I'm glad you came to help me. I didn't know you were so good with animals."

"I've always have. I've been nurturing these cute little critters since I was a filly." Fluttershy watches all of the happy animals having fun by the cottage. "Please forgive Harry for his behavior. I forgot to give him his lunch today." Fluttershy apologized.

"No worries. Speaking of which, I am kinda hungry right now." Tails felt his belly. "You got anything to eat?"

"Well, don't worry, Tails. I'll make sure you're well fed." Fluttershy promised him.

Tails turned around and whistles. "T-Pup! Here boy!"

T-Pup flies in back to Tails and surprises Fluttershy. "Yip! Yip!"

Tails looks over to Fluttershy again. "Don't suppose you have any oil too?"

* * *

Over at Sweet Apple Acres. Granny Smith tells her story to Applejack, Big Mac and Apple Bloom.

"Ah'm tellin' y'all that Ah saw an alien spaceship! It was pointy, blue and it had a propeller on it. We're bein' invaded!" GS rears in fright.

Applejack comforts her. "Granny, you told me there was no such things as aliens when I was a filly."

"But it's true." GS says again. "It's in the orchard field right now."

"There really are aliens?!" Apple Bloom gets a bit freaked out as well.

"Cut it out, Apple Bloom." Applejack said. "There ain't no aliens in Equestria, right, Big Mac?"

"Eeyup." Replied Big Mac.

"And if there were aliens, all of Ponyville would be on high alert." Applejack assured.

Just then, Pinkie Pie bursts through the door, shouting. "ALIENS!"

"Oh apple briskets!" Applejack uttered in frustration.

"There's an alien spaceship in your Apple Orchard, Applejack! We're being invaded!" Pinkie places her hooves to her head.

"Alright! Alright! Let's go see this 'alien spaceship'. And when we find out there ain't such thing as aliens then you can thank me." Applejack, her family and the bouncing Pinkie follow her while AJ keeps an annoyed face.

* * *

Speedy managed to evade the fruit bats and is now walking down the dirt road. "What did that kid do? Where the heck am I?" Speedy overlooks the town of Ponyville and spots the inhabitants. "Great. This would be a great story to tell father." Speedy then looks down at his feet to see shoe prints. "What do we have here?" He feels the dirt of the prints and looks at his hand. "Jet fumes." Speedy then realizes. "Jet!" He glares straight at the town. "He's here. Maybe father won't give me a lecture after today."

* * *

Over by the Castle of the Two Sisters. Jet and his gang had just arrived through the Warp Ring and decide to plan ahead.

"So… this is the pony world." Jet the Hawk expresses. "It makes me want to throw up."

"Why you say that, boss?" Storm the Albatross asked.

"Look around, Storm! Everything you see here is full of little girly ponies!" Jet said.

"Well, according to this data I'm researching through the Zone Database, this land is ruled by two alicorn princesses. One raises the sun at day and the other raises the moon at night." Wave the Swallow reads.

"Sounds like a cheap fairy tale knockoff to me." Jet remarked.

"But the keeper of the night was once banished to the moon for the acts of jealously." Wave read. "But after, as it is read, a thousand moons have passed she has returned and was forgiven by her sister. She now resumes to her original duties."

"Blah, blah, blah! You're giving me such a headache, Wave." Jet said.

"Yeah. That's stupid baby stuff." Storm agreed.

"It's pretty interesting once you get to know it well." Wave said.

"Wave. We came here to find the treasure that goat eared creep told us about. We don't have time for a stupid history lesson." Jet reminded her.

"But… but what about the Battle Lord?" Storm asked.

"Who cares about him? We ditched him! End of story." Jet prepped his extreme gear. "Now, first we gotta show some fast pony who's the fastest."

"Do we know where this fast pony is, Jet?" Wave asked.

"The ponies of this world might know." Jet, Wave and Storm ride off on their boards and into the forest. "We talk to them…"

* * *

"…we find the fast pony. Wherever she is."

Over at Fluttershy's cottage, she tends to her lovely animal friends while Tails becomes amazed at the place.

"Wow." Tails awed at the interior of her cottage. "This looks great."

"Oh, why thank you, Tails." Fluttershy says while she pours some chow into the bowls for the squirrels and rabbits to eat. "There you go. Eat up, little guys, but don't chew so fast." She then looks over to Tails. "Oh my, I forgot about you. What do you like to eat, Tails?"

"Got any chili dogs?" Tails asked.

"Um… I'm not sure what that is?" Flutters responded in confusion.

"Oh, right. I forgot. I'm in a different world I keep thinking I'm back at Knothole. Um… How about a sandwich then?" Tails asked another.

"Why of course. What do you want in it?" Flutters checks her cupboards. "I've got hay leaves, hay sauce or just hay basils." She asked again.

Tails becomes confused with the food she has. "Uhh… actually just…"

"What is it? You don't like hay?" She asked.

"Well, actually… isn't that just what you guys eat? Don't you have any grub?" Tails asked and it makes Fluttershy even more confused.

"What's grub?" She asked.

"Well, they're made of-" Tails then quickly covers his mouth before revealing anything to her. Fluttershy gives a more concerning look at Tails. Tails knew that she would panic about what grub. So he lets go of his hands and asks. "Just cheese, lettuce and tomato, please." He smiles nervously.

"Okay." Fluttershy smiled and does just that.

Moments later, Tails is eating his sandwich while he and Fluttershy start to talk.

"It's been so long ever since me and my friends met you on our world." Tails said. "What have you been doing ever since?"

"Oh, um… I was turned into a fruit bat once, oh, and I became a singer and I… um… took care of some small creatures called Breezies." She replied.

"What are Breezies?" Tails asked.

"They are the most cutest things you would ever see in Equestria." Fluttershy gleefully smiled.

"Oh, like the Chao on our world." Tails exclaimed.

"Oh, why yes. Me and my friends also became Breezies for a short time and then we saw their home and I was given a flower as thanks." Flutters said while Tails continued to eat. "I really want to see Sonic and the others again. They were really nice friends." She said while Tails feels a bit sensitive.

"Well... I'm sure I'll put in a good word for Sonic when we visit you again." Tails said.

Fluttershy then asked. "So, what have you been doing since, Tails?"

"Well, we defeated Eggman. Then we defeated the Iron Queen. I beat down a bunch of Battle Birds. Then our town was… Uh oh!" Tails then realizes.

Fluttershy gets a bit startled. "Uh oh what? Tails? Is something wrong?"

"I'm in Equestria and so is he." Tails remembered that Speedy is here too.

"He 'who'?" FS tried to figure out what Tails was talking about. "Eggman?"

Tails turns to his friend. "Fluttershy… there is a bird from my world who is bent on getting revenge on me for intervening in his master's plans and is here in your world now."

"A bird? Is he nice?" Fluttershy asked.

"No he isn't… He's following orders and he hates animals that aren't birds. So, if he's here then…" Tails knows that Speedy hates non-bird animals and he might find out that Equestria has Pegasus Ponies. "We've got to find him before he finds out."

"Finds out about what?" Fluttershy asked.

"That you and the other Pegasi are flyers." Tails told her which makes her gasps.

* * *

Back at Sweet Apple Acres. Applejack and the others investigate the apple tree orchard to find the 'spaceship'. Applejack looks around to see that the trees are bended down to the ground. "Sweet Maple Berry! What happened to the trees?"

Pinkie bounces over Applejack and points her muzzle towards something. "Look! I see something!"

"It might be the spaceship!" Apple Bloom figures.

"Let's see." AJ walks on over to it and once she got close enough, she sees the Tornado. "Hang on a darn minute! That ain't no spacecraft, it's the Tornado." Applejack trots over to it while Granny Smith jumps in fright.

"A tornado!?"

"Not 'a' tornado, Granny, THE Tornado. This is Tails' plane." AJ said. "But if it's here in Ponyville, then that means…"

Apple Bloom jumps up in happiness. "*gasps* Tails is here too! Wow! First Blaze, then Shadow and now Tails."

"Uh, Apple Bloom? Who is Blaze?" Applejack asked and Apple Bloom's happy expression changes.

* * *

Speedy walks down the road, looking for Jet and his rogues. "If Jet is here then bumping into Miles Prower wasn't such a waste of time knowing after all. But where could he be." Speedy then spots two ponies walking by, Thunderlane and Flitter. He walks up to them. "Hey, you." He called out and the two ponies looked back to see a bird in front of them.

"Hey, is that a bird?" Flitter asked Thunderlane.

"Looks pretty big for a bird?" He replied.

"My name is Speedy. I'm looking for a couple of rogue riders here. Have you seen them or not?"

The two look at each other in confusion. "Rogue riders? What are you talking about?" Flitter asked.

"Look, I'm not here to cause trouble. Just tell me if you have seen a green hawk riding on a board with a purple swallow and a large albatross." Speedy asked.

Thunderlane looks behind him and back at Speedy. "Sorry, dude, we'd like to help but we're gonna miss our practice match for the Equestria Games."

"Yeah." Flitter agreed. "I wish we could help but we've never seen any big birds around here. Sorry."

"That's fine. Go on, then." Speedy lets them go.

And once Flitter and Thunderlane take off into the air with their Pegasus wings, Speedy looks back and realizes that they are flyers. "WHAT?! YOU CAN FLY?!" Speedy gets angry about this and speeds up to them. Flitter looks over her to see Speedy grab Thunderlane and violently tosses him back to the ground.

"My wing!" He cried.

"You horses have wings!?" Speedy is seriously ticked off about this.

Flitter comes up to Speedy. "Hey! What's your problem? You can't just throw a Pegasus back to the ground after they've taken off."

Speedy then grabs Flitter by the throat and she gags. "You should've thought of that before you took off! Now stay down!" He throws Flitter to the ground and Speedy flies off.

"That punk Miles send me to a world where ponies can fly! They don't own the skies, only us birds! If I ever see another pony in the sky, I will tear their wings apart! But first… Miles!"

* * *

"I will pull his tails apart for this!"

Jet and the gang were cruising through the road and they spot two Pegasus stallions on a park bench. "Hey, look!" Wave points out.

"Gee, I guess we should probably talk to those Pegasuses to see if they know where that fast pony is." Storm said.

"That's the plan." Jet grinned.

The two Pegasi are Hoops and Dumbbell, they're just chilling out when Jet and the rogues walk up to them. "Excuse me, gentleponies." Storm greeted and the two stallions stare towards them in a bit bewilderment. "Do you mind telling us where we could find the-"

The stallions then laugh. "Look at the way he speaks!" Hoops said and he then mocks Storm. "Hi, I'm stupid head. Do you mind telling us blah blah blah." He and Dumbbell laugh at him and Storm gets angry.

"Why you little-" Storm pounds his fists but Jet holds him back.

"Cut it out, Storm." Jet calmed him.

"Hey, greenie! Nice manecut. Where'd ya get it from? The dork store?" Dumbbell laughs and so does Hoops.

Jet was obviously insulted and then he puts down his board. Jet walks up to the laughing duo. He then makes a swift kick of his leg and sends the entire park bench to a distance, leaving Hoops and Dumbbell to fall flat on the ground. They look at Jet in shock.

"Hey, dweeb. That wasn't cool." Dumbbell said before he quickly gets grabbed by Jet and he pulls him to his face.

"Listen here, DWEEB. My friend was just asking you a question and calling him names was totally not cool. So if you won't listen to him then listen to ME. Got it?" Jet said to Dumbbell's face and he nods. "Good. Now, where can we find a yellow Pegasus with a pink mane cut around here?"

"You mean, Cluttershy?" Dumbbell asked.

"Is that her name, huh?" Jet smiled. "Where is she? Tell me right now, or my friend will pound you like a pancake."

"She's down by the edge of the Everfree Forest! In a cottage. That's where she lives!" Dumbbell tells him and Jet drops him. "Thank you." Jet said and he and the other rogues get on their boards and speed off.

* * *

Back at the cottage, Tails screws in some of T-Pup's bolts. "There you go, boy."

Fluttershy walks up to him. "Tails, I don't understand. Can you tell me what's happening?"

"I entered your world through a Warp Ring and I took Speedy along with me." Tails said.

"And he doesn't like birds or Pegasi?" Confused FS.

"He hates anything that aren't birds. He's really that sensitive." Tails replied.

"Does this mean he hates Pegasi?" She asked again.

"Yeah, pretty much. Which is why I have to find him and get us both out of here before he could-" Tails pulls something out of his back but gets interrupted by a door knock.

"Oh, who could that be?" Fluttershy walks to her door and Tails tries to stop her.

"Fluttershy! Wait!" Tails tries to stop her but too late. Storm kicks the door down, startling Fluttershy and the Babylon Rogues swarm in. "Knock, knock!" Storm shouts out.

"The Babylon Rogues?" Tails exclaimed in astonishment.

"Oh my!" Fluttershy is astonished as well as the Rogues circle her. Jet gets off his board and stares at Fluttershy.

"So, you're the fast pony of this land, huh." Jet walked up to her.

"Oh no. I'm not really fast." Fluttershy says.

"What are you three doing here?" Tails growled and Wave spots him.

"Hey! Isn't that the squirt who was with Sonic when we blew a hole in New Mobotropolis?" Wave mentioned. (Read SU: #33-36.)

Tails propels towards Wave in anger but Storm restrains him. "Ah. Sorry, fox boy. You ain't laying a finger on us this time." Tails flails around in anger.

Jet continues to look at Fluttershy who is still in a stance of confusion. "I'm sorry, but I think you have the wrong pony. I'm not really fast or anything. I just… love animals."

"Well then, you're gonna love me." Jet said. "Once I take you out on the race track."

"Huh?" FS uttered.

"If you're not really fast then prove it. I'll still mop the floor with you in the end."

"If you're looking to race someone there's always Rainbow Da-" Fluttershy gets cut off however.

"Then it's settled. Winner takes the treasure of Equestria and loser weeps. Where do you think we should start?" FS is shaking her legs right now while Jet waits for her response. "C'mon, what's the hold up!? We gonna race or what?"

"Fluttershy! No!" Tails screamed for her. "Don't do it! They're-" Tails' mouth gets covered by Storm's hand and Fluttershy gasps.

"Well?" Jet is waiting for her response.

FS gulps nervously. "Well, there is a sacred treasure hidden somewhere in Ghastly Gorge, but it's forbidden."

"Then, what are waiting for?" Jet kicks his board up. "To Ghastly Gorge, Cluttershy."

FS gulps nervously again and corrects him. "Um… Fluttershy…"

"Whatever… Let's go." Jet said as he, Wave and Storm along with their hostage Tails leave the cottage with Fluttershy leading the way.

* * *

Cutting over back to Applejack, she wonders about the plane and Tails' whereabouts.

"Ah don't understand it. Mobians have been coming in and out of Equestria?" Applejack ponders.

"Well, yeah." Apple Bloom said.

"So there ain't no aliens?" Granny Smith asks and sighs in relief. "Whew! That's a relief, I almost threw out my hip back there."

"I almost fainted in shock." Pinkie says. "Good thing I didn't." She smiles. *squee*

"Okay, so where could Tails be now?" Applejack looks around.

Just then, Rainbow Dash flies in and warns Applejack. "Applejack!"

"Rainbow Dash! What is it?!" Pinkie asked. "Why are you all panicky?"

"There's a giant bird over in Ponyville and he's throwing down a lot of good Pegasi out of the sky. I think he might come after me next." Dashie explained.

"Giant bird?" Applejack becomes bewildered.

"*gasp* A giant bird!" Pinkie gasped and faints to the ground while everypony watched. Pinkie then got back up and asked. "Is it an alien bird?"

Dashie answered as she gives off a weird look at Pinkie. "No?"

"Oh. Okay!" Pinkie smiles and she prances away. "La-la-la-la-la."

"C'mon! Before he hurts anypony else!" RD told Applejack as she dashes back to Ponyville.

* * *

Over in Ponyville. Everypony is running away from another Pegasus being thrown off and hits Sugarcube Corner. Derpy tries to fly away but her tail is latched by Speedy and he hurls her down to the fountain and crashes. She emerges out of the fountain, squirting out water and looking sad.

Speedy then laid eyes on Tank the Tortoise who flies past him in his gyrocopter gear. Speedy then grabs him by the shell and rips the propeller off him. "You are not worthy of the skies, weakling!" He screamed at the shocked tortoise and threw him down to the ground. But thankfully, Rainbow Dash caught her pet tortoise before he could hit the ground. "Hey! That's not cool!" She screamed at Speedy after gently placing Tank down on the ground. "Why don't you pluck on somepony else's feathers, bird brain!"

Dashie sped towards Speedy but he dodges her and elbows her in the back, making her yelp. Speedy then grabs Dashie by the tail and hurls her to the ground. But RD recovers quick enough to speed back at Speedy. Dashie head-butts him, but Speedy regains momentum and strikes a right hook at RD which she ducks. RD then dashes away from him and Speedy gives chase.

"Why are you throwing the Pegasi out of the sky, anyway? I mean who does that?" Dash asked while being pursued.

They zig zag across the town while Speedy speaks. "I don't care what you are, you are not worthy to rule the skies!"

"I'm sorry, I don't speak your language." Dash insulted him. Speedy then tackles Dashie.

"Then read my lips!" Speedy intimidates. "Birds are true to fly through the skies. You incompetent creatures are not! So get. Out. Of. The sky!" Speedy throws Rainbow Dash and she crashes through the Hay Burger restaurant.

The ponies become shocked as Dashie crashed through and lands in a pile of hay burgers. She emerges with two pieces of tomato covering her eyes, feeling a bit dazed. Speedy floats down to taunt at Dash. "You see where you are now? That's where you belong, filthy creature! The cold hard ground." He said to her while Dashie takes the tomatos off her eyes and groans in anger. Speedy then spots Cloudchaser who is another Pegasus and walks up to her as she looks at him in fear. "You horses would be better off without these." Speedy prepares to rip off the wings of Cloudchaser and RD gasps. "NO!" Before he could however, his hand gets lassoed and he gets pulled away. Applejack was the one who lassoed him and the cowpony quickly hogties him to restrain him. Speedy struggles with his bounds in anger. "Let me go, you filthy creature!"

Rainbow Dash walked to him. "Y'know, you should really stop saying that." RD then shoves a hay burger in his mouth to prevent him speaking. Speedy's screams are now muffled.

"Thanks, Applejack." RD said.

"Now we gotta find Tails." Applejack turns around and walks out.

Dashie flies in front of AJ in surprise. "Whoa! Wait! Tails is here!?"

"Me and Pinkie found his plane down at Sweet Apple Acres. If it's there then that means he could be anywhere in Equestria." AJ says.

"All right. So… where could he be?" Dash asked and Applejack ponders.

Just then, Dumbbell and Hoops walk in. "Hey, Rainbow Cr- Uh… Dash. Rainbow Dash!" Dumbbell called out and Dash just gives off a frown at him.

"You guys again? What do you want? Come to break my spirit again?"

"Actually… we wanted to tell you that one of your friends, Clutter- Uh… I mean… Fluttershy is being challenged to race off against some green bird over at Ghastly Gorge." Hoops said.

Dash becomes shocked to hear this. "Huh?"

"Yeah, some green bird and a couple of other birds were looking for her and it sounded like they mean business." Hoops said.

"They're going to race each other at Ghastly Gorge for some treasure or something, I don't know. Just thought you should know?" Dumbbell said.

Speedy spits out the burger in shock. "Jet? Jet is racing a flying horse?" AJ and RD stared at him again.

"All right, you!" Dashie glares at Speedy. "Who are you and how do you know these birds? Are you a spy?"

"Rainbow Dash! Forget about him for now. We gotta hurry and gallop over to Ghastly Gorge before Fluttershy puts herself in danger." Applejack said as she runs ahead with RD following.

They leave Speedy tied up while his hand pulls out a sharp edge feather and tries to cut through the lasso while he stares angrily at his enemies.

* * *

Over at Ghastly Gorge, a crowd of ponies watch as Fluttershy is forced to race Jet for the treasure of this place. Storm continues to restrain Tails as he muffles through his hand. "Just… don't hurt him." FS said to Storm as she fears for Tails' life. She then says a few more words to Jet. "Um… excuse me… um… Mr. Hawk? Is it too late to call this off? Please? I'm afraid I'll hurt my wing if I fly too fast." She smiles nervously at him. "Um... if that's okay with you."

"You're not backing out of this race, are ya?" Jet asked. "I'm after the gold, babe and all you can do is eat my dust." He pointed at her.

"Sorry… I don't eat dust." Flutters responded.

"Then prove it! First one at the end of this gorge wins the treasure." Jet said.

"Um… about the treasure… um… there's something you should know about it. It's…" Fluttershy tried to explain but Jet ignores.

"I don't care about precautions, kid. Now let's race." Jet prepped his board.

"Oh… okay."

Fluttershy and Jet prepared to race each other as they stand at the edge of the cliff and Angel holds a black and white checkered flag. Wave and Storm watch while the latter continues to hold Tails. Tails then secretly presses another button on his wrist watch without any of them looking. Jet places his glasses over his eyes while Fluttershy musters her bravery and looks ahead with a determined look. Angel swats the flag down and Fluttershy and Jet take off. "Here we go!"

Flutters tries her best to match her speed with Jet's extreme gear board as they race through the dangerous thorns through the gorge. Jet dodges a lot of them with great skill. "Too easy! You girly ponies make this look like a joke!" Jet commented while Fluttershy carefully evades most of the thorns. She barely just pricked her hoof. "Ow. Oh dear." She looked at her sore hoof as she makes it out of the thorns. The two then get caught up into the cave that blows gusts of winds. It blows away poor Flutters but Jet can take the wind. "Ha! Now that's more like it!" Jet activates more power on his board and speeds through the wind and out of the cave. "Too easy." Jet looks back to see that Fluttershy is still behind her. "What? You've already caught up? That can't be!"

"Can we call this off now, Mister Hawk?" FS asked nicely.

"We're halfway across the track, kid. I don't quit on that!" Jet speeds away again.

Right above the two, Rainbow Dash comes speeding down past them and Jet looks up. "Wow, now that's a fast pony!"

Fluttershy looks up too. "Rainbow Dash!" She happily exclaimed.

Jet then speeds up and leaves Fluttershy too cough in the dust. Rainbow Dash then flies at the same pace as Jet as he caught up with her. "Hey, hawk hair! Why don't you leave my friend alone?" She asked him while glaring at him.

"So, you're the real fast pony in this world. Guess that goat that sent us here was senile after all." Jet revealed a bit.

"What?" Dashie got confused on what he said.

"Let's see if you can keep up with a real speedster!" Jet and Dashie speed together through the quarry eel's nests. The monsters that lay there jump out of their holes and try to snack on them. Both Rainbow Dash and Jet dodge them perfectly. One quarry eel popped out of its hole and try to bite on Jet but Jet jumps off his board and somersaults over the eel before landing back on his board which passed underneath it.

Dash was amazed by that. "Whoa! Just who are you?" Dash asked.

"What you see is what you get kid." Jet asked back as they speed through the rest of the gorge. "Why do you ask?"

"Well, you seem a lot faster than Sonic." Dashie said.

"Trust me, kiddo! I'm a whole lot faster than Sonic the Hedgehog. They call me Jet. Jet the Hawk! And slow pokes like you can eat my dust!" Jet bumps Dashie away from the road as he continued onwards. "And I'm getting that prize no matter what."

Just before Jet could reach the end of the Gorge, he gets tackled by none other than Speedy as the two violently tumble along the rocks of the gorge before landing into a pit. Jet is covered in bruises as he got up and stared at Speedy.

"Oh! You're just full of surprises aren't ya, Speedy?" Jet remarked.

Speedy got up and glared at Jet. "The Battle Lord asked me to bring you in, hawk! No more excuses!"

"Oh, yeah. How is the old bird anyway?" Jet quips just as Speedy throws a punch at Jet but he tilts his body back. "Why do you always have to be such a daddy's boy, kid?" Jet quips again before dodging another punch by Speedy. "You got the moves…" Speedy throws another but Jet stops it and the two held fists at each other. "…but do you have the guts?"

Jet and Speedy then fight it out in hand to hand combat. Speedy screams in anger and throws rapid punches at Jet who blocks them without hesitation. "Too slow, kid. My turn." Jet then kicks Speedy in the stomach and right hooks his face. "You've always been slow, Speedy. Why do you think your daddy made you the top ranking Battle Kukku anyway?" Speedy spits onto the ground and throws another punch at Jet. He dodges however and continues taunting him. "You just don't want to admit it do ya? It's all clear now. You're just afraid that he will find another bird who is just as better than you than I. You must hate daddy so much. He must also hate you just as much." Jet's words breaks Speedy to his limit and yells in anger. Speedy throws punches at Jet but he jumps away and spin attacks him. Jet and Speedy trade kicks and punches together. Jet blocks Speedy's roundhouse kick and Jet throws a punch at him. Jet proceeds to pummel Speedy, smiling while he does it.

* * *

Wave and Storm look over ahead of the cliff to see where Jet is. "Do ya see him?" Storm asked while he continues restraining Tails.

"I can't see." Wave responded. "The two disappeared for some reason. We should get down there." Wave walked to her board but then she suddenly stopped.

Storm walked to his board while Wave called to him. "Storm! I can't… move!" She said while Storm looks.

"Wha?! Wave? Why are you covered in purple sparkles?" And now Storm is surrounded in a purple aura and cannot move. "Huh? What's going on? I can't feel my legs."

Tails is then gently taken out of Storm's arms by the purple magic while Tails smiled and looked up. "Thanks for coming…"

* * *

Over at the pit, Jet continues to pummel Speedy while Fluttershy caught up with Rainbow Dash who regained consciousness.

"Rainbow Dash! Are you okay?" She asked.

"Yeah." Dash got up and felt her head. "I'm really tired of these aggressive Mobians right now."

"Where did Jet go?" FS asked.

"I think I saw him trip over to the pit down there." Dash said.

Fluttershy gasps in horror. "That's where… Oh dear!" She quickly gallops over.

"That's where what?" RD called for her. "Fluttershy! Wait!"

At that moment, Speedy was beaten brutally by Jet. Jet walks up to the weakened Speedy and taunts him again. "You've finally reached the limit, bub. You're nowhere better than me. Just how many tricks do you have up your sleeve?" Jet asked.

Speedy then smiles as he pulls out a Gravity Ring and freezes Jet in place before he could react. "I always have a trick up my sleeve, you traitorous wretch." Speedy got up again and walked up to the frozen Jet. "The Battle Lord is going to have fun with you."

Speedy then sees Rainbow Dash and Fluttershy flying in. "Wait!" FS cried out but Speedy relentlessly freezes the two pegasi in place too. "And I am sick of you flying freaks of nature! Don't worry. The battle lord will take care of you and the rest of your kind when we come ba-" Suddenly Speedy gets cut off as a purple beam fires at his Gravity Ring and it jumps out of his hand. The beam was fired by Twilight Sparkle as she and Tails fly in. Speedy recovers as he sees another pony with wings. "You dare hit me?"

"Thanks for calling me about the situation, Tails." Twilight said. "You're robot puppy must be so loyal."

"If I hadn't commanded T-Pup to come and find you, he wouldn't be." Tails pets T-Pup as he flew in. "Good boy."

"All right, Speedy. Enough of this." Twilight ordered. "Let my friends go!"

"Kiss… My…" Speedy was about to retort but the whole ground starts to shake. "Aaaaaaa!" At that point a giant spider monster bursts through the ground, sending everyone around the radius flying back. Both Rainbow Dash, Fluttershy and Jet are free from their paralysis due to the destruction of the Gravity Ring and they land on the ground. The three look up at the spider monster.

"So that's the guardian of the treasure hidden here?" Jet said.

"That's what I was trying to warn you about." Fluttershy said.

"A monster!? Hidden in Ghastly Gorge? Treasure?" Dashie is speechless.

"Fluttershy? What is that thing?" Tails asked.

"It used to be a momma Star Spider." Flutters holds her hooves in fear.

The spider roars. Tails and Speedy then look at each other. "Temporary truce?" Tails held his hand out.

Speedy stood for a second before he accepts and shakes Tails' hand. "Truce. For now."

Tails then held his hand out. "Okay! Let's do it to it!" He, T-Pup, Twilight, Rainbow Dash, Fluttershy, Jet and Speedy prepare to fight the large Star Spider.

The spider tries to strike at them with its leg. Twilight and Tails dodges the leg swipe, Speedy punches one of its eyes out, while Dashie swoops under the legs. Jet dodges a claw strike and karate chops its leg off. The spider cries in pain and Fluttershy becomes worried. "Please, don't hurt her!" She pleaded Jet.

"Listen, cutie… this thing is trying to eat us. Either help us or stay out of our way!" Jet said before being struck by its leg and hits his head on a rock, knocking him out. "JET!" Fluttershy cried out and flies over to him.

Twilight flies all around the spider and shoots her beam at her. But the spider pins her down to the ground. Twilight tries to break free from the spider but then a voice is heard. "Leave my friends alone, you eight legged varmint!" Applejack jumps in and tosses her lasso at the spider's fangs to prevent her from eating Twilight and releasing her from her grasp. Pinkie then jumps off a makeshift diving board and bonks onto the spiders head. "Whee!" Pinkie giggles as she bounces away from the spider's legs as they try to crush her. The spider roars again.

"Pinkie! Watch out!" Twilight warned her while T-Pup flies in and fires a mini rockets at the spider. The spider then swats T-Pup away, whimpering along the way. "T-Pup!" Tails propellers towards his robo pup but Tails gets pinned by the spider's fangs and he struggles to break free.

"Tails!" Rainbow Dash yelped before being pinned to the ground by another leg. The spider then pulls Applejack's lasso and drags her into the pit, landing on Pinkie. She then entraps AJ and Pinkie in a web line she spits out. Twilight tries hard to fend it off but her beams do nothing. "Fluttershy! Talk some sense to her!"

"I would try to but she just won't listen! She's has a hard time of hearing." Fluttershy said.

"You mean…? She's deaf?" Tails wondered as he pushed his hands toward the fangs trying to bite on him. "How?"

"Something's clogged up in her eardrums." Fluttershy said.

"That's it! We need to unclog it from the inside. But how?" Twilight asked.

Wave and Storm rush in. "We can help with that!" The two speed up to Jet. Jet wakes up while Wave called out to him. "Jet!" Wave plants a bomb under the board and passes it to Jet. "Here!"

Jet catches the board and surfs towards the spider. "Get me a clear shot!" He yelled.

Storm rides over to the spider's fangs and pulls its face away from Tails and up towards Jet. "Open wide!" Storm forces it's mouth opened.

"That bomb detonates in ten seconds, Jet. You only have one shot!" Wave yelled out.

"I can time it!" Jet speeds ahead. At the right moment, everyone watches as Jet leaped off his board and lets the board enter the spider's mouth. It explodes inside, causing its hearing aid to return and she moans in pain while smoke exits her mouth. Jet falls to the ground but his arm gets caught by Speedy who flew in to save him. "Huh? Why?"

"I was told to bring you in alive." Speedy said.

"Now, Fluttershy! Calm her down." Tails yelled.

Fluttershy flew up to the roaring spider and asked her nicely. "Excuse me, miss? My friends don't mean to intrude on your property. Can you please let them go and I promise we will leave after you do that. Please?"

The spider understood her. She lifts her leg off Rainbow Dash and frees Applejack and Pinkie from her web. The spider apologizes for her rudeness and retires back into her hole. "Thank you." Fluttershy thanked.

"That's it?!" Jet was surprised. "That's all it took? Just speak to that thing that tried to eat us and she leaves us alone? Weak."

"What would you have done?" Applejack asked.

"I'd would've taken her down no problem." Jet cracks his fingers.

"Now then. Miles! That score we promised!" Speedy stared at Tails.

"I'm right here, Speedy." Tails walked up to him.

"Good. This won't take long." Speedy was about to lay a punch on Tails while the ponies gasp.

"Now, T-Pup!" Tails commanded and T-Pup shoots an opened Warp Ring at Speedy and it transports him away from Equestria. "NO!" Speedy yelled before disappearing.

"Wha!?" Rainbow becomes shocked while Tails smirked. "Where did he go?"

"Back to the Battle Bird Armada." Tails said proudly.

* * *

Speedy reappears back at snowy regions of Mobius where he is confronted by the Battle Lord who is obviously angry at Speedy. "Where have you been, boy?!" He questioned.

Speedy got up. "I found Jet! I was going to bring him in to you but…"

The Battle Lord grabs Speedy by the scarf and holds him up in anger. "You lost him!? You…" Battle Lord slams Speedy to the ground and jumps up and down like crazy. "Curses! Curses! Curses! You worthless, no good, untalented…" Battle Lord then turns to Fukurokov. "Get the rest of our men in contact, right away!"

"Wait!" Speedy stops him.

"No! You've done enough!"

"Battle Lord. Please hear me out." Speedy pleaded.

Battle Lord was reluctant to listen to his son. "Go ahead."

"I think I found something you might want to hear about." Speedy smirked. "We're not the only beings in the universe who rule the skies."

The Battle Lord becomes interested about this and turns around at Speedy. "I'm listening."

* * *

Back at Ghastly Gorge. Everyone climbed out of the pit.

"Well, that's what I call a hair raising experience." Twilight said.

"I'll say." Tails replied.

"So I guess we owe you an apology, Fluttershy." Wave admits.

"Um… for what?"

"For thinking you were the fastest pony in the universe, when all along it was this pony instead." Jet pointed to Rainbow Dash.

"Name's Rainbow Dash." She corrected him.

"Charmed." Jet smirked.

"Oh, you don't have to apologize, Jet. I had fun anyway." Fluttershy cheerfully admits and Jet's eyes widen in shock. "HUH?!"

Her friends and Tails were shocked too. "WHAT?!"

Fluttershy explained. "I know… I may not be such a competitive type, but it's great to meet someone who was willing to prove themselves to me."

"What?! Prove myself? For doing what?!" Jet asked in confusion.

"For helping the poor momma Star Spider getting her hearing back." Flutters said.

"Ah have to admit, that was pretty amazing. The way you hurled that board at her." Applejack said.

"Never have I've seen anypony or anyone handle a creature like that." Rainbow Dash expresses her opinion too. "So awesome." Her eyes widen in awe and her hooves on her cheeks.

"Yeah!" Pinkie jumps up with joy. "You were super duper amazing!"

"But I-" Jet is speechless. "I wasn't going- I was just-" Jet stops and looks at happy ponies around him. He looks up at smirks. "Yeah, well, y'know? It was all part of my plan."

"Yeah! The boss is good at making plans." Storm said.

"Jet is a natural born leader of the rogues." Wave said.

Jet then walks up to Rainbow Dash. "I'll have to say, Rainbow Dash. You were pretty fast out there. Faster than Sonic at least."

"Are you kidding? Sonic and I are like fast friends!" Said Dashie.

"Yeah, well unlike him, I doubt we'll ever be friends." Jet said as he starts to walk away.

"Huh?" Dash is distraught by this. "Why not?"

"Let me clarify: I'm not like Sonic. I just do whatever I want to do. And that is… to be the fastest creature in the universe. No matter what I am, an enemy or a friend, I won't stop until I be the best of the best. Fluttershy? You have such really great friends who give you such bravery. My friends here give me the courage of how many things I can accomplish. Without them, I don't know what I could do. You have a lot going on with you. That said… I'm out." Jet and the rogues walk away while the ponies and Tails watch.

Wave turns back and looks to Tails. "Hey, shortie! Being seeing you back on Mobius anytime we get the chance to bump into each other again."

"Looking forward to pummeling you and that hedgehog again." Storm cracks his knuckles.

Tails smirked. "You're on!"

Jet tosses the Warp Ring into the air and opens up a portal. They hop on their extreme gear and ride through it.

Tails then turns over to Twilight. "Anyway. I really want to catch up with what you have been up to Twilight!"

Twilight giggles. "Tails. There's a lot that I have to tell you. Me and my friends have been all sorts of crazy adventures."

"Like the time you and Cadence fought a Tatzelwurm at the edge of Equestria." Dashie reminded.

"Rainbow Dash!" Complained the embarrassed Twilight and Tails laughs.

"Or the time when we turned into breezies and escorted a few back to their home." Applejack says.

"I was more thinking of the time we celebrated Rainbow Dash's birthday." Fluttershy reminds them.

"Yeah, and me and Cheese Sandwich had this big goof off and I was all 'bubbles and balloons' and he was all like 'do the boneless chicken dance' and I was speaking Spanish and then he had a party tank and I…" Pinkie talked like crazy.

"Pinkie!" The ponies yelled for her to stop while Tails chuckled with T-Pup yapping.

* * *

Back at the Golden Oaks Library, Tails, Twilight, Fluttershy and Spike were there and Spike was about to write in the journal with his quill. "So, what do you want me to write what you leant today, Twilight?" Spike asked.

"Actually…" Twilight had a thought. "Why don't you let Tails write what he leant today?"

Tails is speechless by Twilight's idea. "Huh?"

"You obviously learned a lot more than we did, Tails. You deserve this."

Tails is thankful and goes up to the altar to write in his own journal entry. _"I don't know what to say. This is my first time ever writing in a journal of a world I barely know about. From where I come from, I grew up scared in a world ravaged by a tyrant while here it was raised by a loving princess. These new friends I have made really gave me the courage I was searching for. Although I had somebody else watching my back, it's always great to make new friends and understand their differences between one another. You should also never be afraid of what one friend can do that you fear could endanger themselves, no matter how scared they were to perform it. It showed me just how more resilient I can be if I was like my friend. In time, I can show these feats and be braver than I was before, and be a better friend to my 'big bro'." _Tails lay the quill down and smiles over at Fluttershy who smiles back.

* * *

At the Apple Farm, Tails is just putting the finishing touches on repairing the Tornado while Applejack and Fluttershy walked over to him.

"How's the plane comin' along, Tails?" AJ asked.

Tails closes its compartment. "I've done the repairs and it looks like it's ready to go. Oh, and sorry about the apple trees, Applejack."

"Aw, that's all right." AJ accepts. "Big Mac and Ah will plant more trees anyways. They grow quicker before you could say 'apple fritters'."

"I'm really glad I got to spend some time with you, Tails. Even though I was scared when those birds came and challenged me to a race." FS expresses her happiness.

"I'm just glad I resolved it before I even knew about it." Tails said. "And by the way, Fluttershy, how did you move like that? Catching up with Jet during the race?"

"Oh, I've had some experience in these situations before." Fluttershy winked.

"Well, the Tornado's all set and it looks like I have to return to Mobius before anything else happens." Tails hops into his plane and starts up the engine.

"Oh, um… I forgot to ask." Fluttershy flew up to Tails. "How are the Freedom Fighters?" She asked nicely but Tails widen his eyes and was silent. "Tails? How are they? Sally and…" She asked more but Tails just sheds a tear in sadness. "Tails?" Fluttershy tried to talk again but Tails just takes off without even responding to Fluttershy's question. "Tails?!" Fluttershy just floated there and watched Tails took off. She then looked behind her to see Tails' teardrop on the ground in the form of a heart.

Tails flies his plane while he thinks about the recent events that has happened on Mobius. What with Sally roboticized and everything else. "I'm sorry…" Tails sheds more tears as he activates the Warp Ring and leaves Equestria through the portal.

Fluttershy and Applejack watched him leave and were left wondering. "What was up with Tails?" Applejack asked.

"I just asked him how the others on Mobius were doing, but he didn't say anything." Fluttershy responded. "Almost as if… something bad happened to them. Ohhh… I hope they're okay."

"Relax, Fluttershy. I'm sure they are. We're all still friends no matter what." AJ cheerfully states. The two then walked back to Ponyville. "By the way…" Applejack turns to Flutters. "What was all that talk about some treasure in Ghastly Gorge?"

"Oh, it was nothing much. Just a mysterious bell." Fluttershy described the treasure.

"A bell?" AJ was concerned and looks with worry. "What kind of bell?"

"It was some kind of magical bell I heard rumors about. It said something about some evil goat but I don't know what that is." She said.

"It's safe now, right?" AJ is still worried.

"Oh, why yes. Absolutely." Fluttershy was confident but then opened her eyes with confusion. "Is it?"

* * *

Somewhere in a dark place, back on Mobius. Jet, Wave and Storm walk down a hallway with dark yellow glowing eyes. Jet is then seen holding the treasure, the Bell or Eternal Night.

_Flashback._

_After Jet was knocked away by the Star Spider that attacked the group, Jet hit the wall and was unconscious for a short time as Fluttershy went to see if he's okay. But then the Spider attacked her and she tries to evade, leaving Jet. Jet woke up and behind him was a bright shine of light. He turned around to see the treasure itself and he grins._

Jet walked up to the leader of this dark pack. The leader sounded very rough and only his red eyes were seen. He breathed in heavily before speaking. "Did you bring me what I requested?"

Jet holds out the bell. "It was no problem, goaty. But you kinda messed around with my mind about the yellow pony being the fastest when it was that rainbow pony all along."

"Yeah!" Storm agrees.

"I wanted to test the poor foal's power before facing her again." He said.

"Facing her? What did she do to you?" Jet asked.

"It's not what she did. It's what she has. The power of kindness. My only weakness."

"Hahahaha! Your weakness is kindness?" Jet laughed.

"That's lame." Storm said.

But then the shadow snarled in anger scaring Wave and Storm but not Jet who shows no fear. "So, what's next in your little plan?" Jet asked.

The shadow was silent but then breathed. "World Domination."

"Yes! The best technology!" Wave stated.

"You said it." Jet smiled to her. "Okay, goaty, tell us what you want us to do next."

The shadow got up and walked up to them. He seems very large as he then revealed himself. "Next… I want you to pay a visit to Twilight Sparkle. She has the utmost power we need to complete our plan."

"'We'?" Confused Wave.

Four shadows emerge behind the ringleader of this plan. Two of them is Mephiles and Queen Chrysalis. The others looks like an alien and a large penguin with an ice cloak. The leader then reveals his face. "Soon, Mobius and Equestria will fall under the hands of our real master and he shall rule the universe." Said Grogar the Necromancer. "The universe will fall by our rainbow of darkness. The Elements of Darkness." Grogar grins evilly as the rest stand by him in his evil plan while Jet and his friends make themselves feel welcome.

**_The End?_**

* * *

**Acts of Vengeance: Part Two**

The Dark Egg Legion chapter in Sand Blast Zone prepare themselves to enter Equestria. The Baron oversees the development of crafted weapons and tanks to storm the world.

"Status progress, Matilda?"

"The lines are prepared to go to warfare with the Enerjak pony, Baron." Said Matilda (Mighty's long lost sister).

"Tell Lein-Da that I am honored to do this deed with her. Never have I've known of such a world that is filled with ponies." The Baron said.

Matilda then gets a notification on her computer. "Sir, Drago Wolf and his group have also accepted to come with us."

"Then tell him to get his own flight ticket." The Baron retorted and walked away leaving Matilda motionless for a moment before following him again. She seems lost in her work most of the time.

Over at the New Megaopolis base. Lein-Da's forces assemble their weapons and arsenal as they prepare to take down Enerjak 3.5, who happens to be Diamond Tiara.

"But… Grandmaster? We are going after a child." A legionnaire complained to her.

"She destroyed most of our forces and made herself a deterrent. She must pay for dishonoring the echidna name." Lein-Da said.

"But… it seems a bit harsh to kill some child for being a danger to all of us."

"She put Kragok into a comatose state!" Lein-Da gritted her teeth.

"Why all this weaponry?" He notices. "What's going to happen when we step into their world, asking for the girl? Will they retaliate."

"They sure as might and we're not asking for anyone. This is my choice." Lein-Da cocks her weapon. "We are going to eliminate every one of those ponies. For crossing over their kind over ours. They will pay dearly for it."

"We can't just kill an entire race of harmless ponies!" He complained yet again and Lein-Da turns to him.

"Do you like ponies? Would you give up your rights of being a soldier to be like them?" She asked them.

"Well, to be honest… Yes. I would do something nice for them."

Everyone around the room stops after what he just said. After a moment of silence, Lein-Da carelessly shoots him point-blank in the torso, killing him. Lein-Da then glared at the other legionnaires. "Does anyone else have no desire to kill these ponies?" They don't respond. "No? Then get back to work!"

They get back to packing their things while Lein-Da walks away with a sadistic frown on her face. "No one mocks the name of the echidnas. No one."

Somewhere in Equestria. The Rock Farm.

Pinkie's family were enjoying a nice dinner but then a knock on the door was heard and Pinkie's father walks over to the door and answers. "Yes? Can I… help… you…?" He stares at something he could not believe he was seeing.

"What is it, dear?" His wife walks to him and becomes shocked as well.

"Sorry to intrude but, can you help me?" Talked a teenage white hedgehog.

The father was speechless. "What are you?"

"My name is Silver the Hedgehog. I come from a distant world different than yours. I'm looking for Twilight Sparkle. Can you tell me where I can find her?" He stood at their doorstep with the whole family's jaws dropped down.

**Things are heating up. The Dark Egg Legion prepare to mercilessly assault Ponyville to find and destroy Diamond Tiara. Will Twilight and her friends hold them off? And what role does Silver play in all of this, and why does he want to find Twilight? Find out in the next story "Girl's Night".**

* * *

**Off Words:**

Silver: YES! My first appearance in this story! Oh I can't wait for this! Gee, I wonder who else is gonna be added to this awesome saga.

Maud Pie: It's probably gonna be me.

Cheese Sandwich: No! Me! It has to be me! I wanna be in the story!

Dr. Eggman Nega: I haven't even made an appearance yet! Get me in there right now!

Silver: [facepalms] Ahhh... I probably shouldn't have asked.

**Stay tuned for more. See ya!**


	5. Girls Night

**My Little Pony/Sonic the Hedgehog**

**FRIENDS & FOES**

_It has begun. The Dark Egg Legion invades Ponyville. This story stars bookworm Twilight Sparkle and the time-travelling hero Silver the Hedgehog. Also Pinkie Pie and Amy Rose make a big blast. How will this all hold up?_

_Takes place after "For Whom the Sweetie Belle Tolls", #234 from Archie Sonic, and the "Scrambled" Arc from Sonic Universe. Plus things might go off canon after this one._

* * *

_**GIRLS NIGHT**_

Mobius, Albion Ruins.

The Dark Egg Legion have been prepped and ready to strike at the heart of Equestria in search of Enerjak Tiara. Lien-Da gets the go ahead from Dr. Eggman who told her of recent events.

"Good. I hope Snively rots in that cell. He was a nuisance anyway." She said to the communicator and walks up to the other legionnaires. "Doctor Eggman has given us the green light. Man the stations! Pack your weaponry!" The legionnaires get right on it. "It's time to show these ponies who's in charge here!"

* * *

200 Years Into the Future. Portal, Onyx Island.

A white hedgehog is flying through the city with a very distant look. His body is glowing with a bright cyan aura, his telekinetic powers allows him to fly.

_(Every day is the same.)_ The hedgehog expresses his opinions on his life as he sees abandoned buildings, cars on the street and smashed windows on buildings. _(I don't know why it came like this. A dead city that only a few can strive for. No one around. No senseless noises that goes on in the city. No ambiance.)_ The hedgehog lands over to the abandon library. _(Why? What could have caused all of this? Who was responsible for the destruction of this dystopian land? I'm sick of this. All of it. I can't decide who it is or what.) _The hedgehog walks through the library searching books of the past history. _(Why can't I find just one good lead? This is just too much to handle.) _He reads the book that includes a photo of the young Freedom Fighters. _(The reason I'm doing this. My master told me that one of the Freedom Fighters was a traitor and caused some events to happen that leads up to the one I'm currently in. At first I thought it was the Hero of Mobius; Sonic the Hedgehog, but then I sought out Boomer, aka: Rotor, but no dice.) _The hedgehog; Silver, sighs in angst as he tosses the book away in anger. The book hits another shelf and another book falls to the ground, grabbing Silver's attention. He picks up the book and opens it up and sees in his confusion a weird twist. "No way." _(The Journal of the Two Sisters? A whole different world? Ponies? Ugh! Just hearing that word makes me gag. Look at these words though. It looks like they were written using their teeth. How is that possible? Lessons of Friendship? Who writes this stuff? It's just a bunch of diary logs indicting what they learn every week. Something a little kid would want to read. What a load of-) _He then comes across a photo of Twilight Sparkle and her friends, huddled up in their group photo. _(Twilight Sparkle? It says here that she is the Princess of Equestria and that she has the heart of a true friend. A true friend? Hmm…) _Silver thought as he stared at the photo of the smiling Twilight and gets an idea. _(Maybe… she's the connection I've been looking for.) Silver thought. (What kind of true friend would she be?)_

* * *

Equestria, Golden Oaks Library. Twilight Sparkle herself jumps up and down in happiness. "GIRLS NIGHT!" She bounces around Spike who is confused by her sudden optimism. "Girls Night! Girls Night! Girls Night!"

"Uhhh… Twilight?" Spike tries to speak as Twilight stopped bouncing. She is so excited today.

"Oh my gosh! It's finally here! Girls Night!" Twilight smiles with glee again.

"Twilight!" Spike speaks up and Twilight listens.

"Oh, I am so excited for this. Aren't you, Spike?" She asked.

"Uh… What's 'Girls Night'?" He asked.

Twilight walks over to her photo with her and her friends in it. "It was when me and my friends first met on the night we defeated Nightmare Moon. But not only that… it's was also the first night that I discovered the magic of friendship. And tonight is our annual celebration!" Twilight places her hooves on her face and smiles. "Eeeeee! I just can't believe it's tonight."

"Soooo… what's on for tonight?" Spike asked.

"Girls Night is our personal holiday party. Pinkie is organizing the sweets. Applejack is bringing apple cider. Rarity and Fluttershy are decorating the library. And Rainbow Dash has invited the Cutie Mark Crusaders to come." Twilight explained.

"And what will you do?" Spike asked.

Twilight levitates a check list. "I'm handling the schedule for tonight. We'll be doing a lot of things to keep track of our Girls Night." Twilight bounces around Spike again in excitement. "Oh, I can't wait till tonight! Yesyesyesyesyesyesyesyesyes!" Twilight continues to cheer on as she bounces around a confused Spike as he sighs.

* * *

While that's happening. Back on Mobius. Many of the Dark Egg Legion chapters are preparing to invade Equestria.

Soumerca. This chapter has already been prepped and are led by Drago Wolf and Razorclaw. "I can't wait to pummel those ponies. I'll be making the legion proud."

"You are the most ruthless of all, Grandmaster!" Razorclaw complimented.

Mercia. Mordred Hood leads this chapter as he watches all of his weaponry get put into place. "Wonderful. Send word to the Baron." He told his accomplice.

Great Desert. Beauregard 'The Baron' Rabbot leads this chapter as watches his soldiers prepped their weapons and arm their tanks. Matilda walks with him. "Now this… is what being paid to do somethin' is all about."

"Sir, this whole operation is very expensive. We may not hold up on insurance once we step into the pony world." Matilda said.

"Leave that for Eggman to worry." The Baron said. "After we all thought he died, I was beginning to wonder what our freedom would stand for." (The "Scrambled" Arc, SU: #37.) Baron focuses again. "Ready the troops and head for the Great Forest when you're done." He walks off.

"Yes, sir." Matilda replied in deadpan.

Dragon Kingdom. The Bride of the Conquering Storm is training her ninjas for the invasion. She watches the ninjas train in martial arts. They seem to be training really good while Conquering Storm squints her eyes.

And in Downunda. Duck 'Bill' Platypus leads his chapter and he orders them to grab their weapons and head out to their destination. While Bill watches them leave with an evil frown, he changes his expression and secretly pulls out a communicator. (Shh… he is a Freedom Fighter undercover.)

* * *

Back in the future. Silver sits on top of a statue with the Time Stone in hand. He stares at his reflection. And just then, an elderly echidna named Edmund appears behind him. "What are you up to, boy?"

Silver looks behind him to see the old guardian. "Edmund!"

"So… You're not going to leave again, are you?" He asked.

"I don't know. What if I'm wrong again? What if I make the same mistake like last time? I've made two mistakes already and I feel like I'm gonna make a third. How can I escape from all of this? How, Edmund?" Silver looked out at the red sky with stale clouds and the city skyline. "I know, this sounds extreme but… what if it's true? What if… the future can't be saved?"

"Listen, child." Edmund spoke. "Just because you made two mistakes doesn't make it right. Learn from the past and don't let it haunt you."

"That's the thing! I've been running from the past for so long. I've been time traveling throughout my life, trying to find this traitor and my progress is flawed with every step I take. Now, I'm accusing a… pony… who has the utmost of her power that could betray us all. But in a different world. I heard that these ponies came to Mobius and if that alicorn is the reason for all of this…" Silver is lost. "I just don't know if I could do what I have to. To kill someone to save the world. Is it really the right thing?"

Edmund spoke again as he placed his hand on Silver's shoulder. "All that matters is the safety of our future. We're the only ones left and we don't have a lot of time. Make the decision, young man. It's your mission and you shape it in the way you want it to go. It doesn't matter what changes comes along, as long as you can believe in it."

Silver rubbed his eyes as he suffers a moral choice. He then gets up and thanks Edmund. "Thank you, friend."

"Are you still here? Get going you lazy bum!" Edmund encouraged. "Do what you have to do." Silver takes out his Time Stone with confidence in his eyes. "CHRONOS CONTROL!" Silver screamed as he disappears from the statue, leaving Edmund behind to sit down and look out at the sunset. "Pah! Kids these days. What are they gonna do?" He mumbles.

* * *

Over at New Mobotropolis. Miles 'Tails' Prower and Amy Rose had just visited Antoine from the hospital after he suffered a critical sacrifice. (Read StH: #234 to find out what happened.) They walked down into town.

"Poor Antoine. Bunnie is taking it really hard." Amy said.

"First Rotor, then Sally and now Antoine." Tails says. "I feel like the Freedom Fighters are starting to fall apart." Tails started to look sad.

Amy pulled his shoulder back and he stared at her. "Don't say it like that! Sonic wouldn't give up that easily. They'll be back. We have to get them back! We have to." Amy didn't lose her faith yet but Tails still looks uneasy.

"I visited Equestria not long ago." Tails said it out and Amy becomes shocked.

"You did?" Amy asked.

Tails starts shedding tears. "How come good things happen to them but bad things happen to us? It's just not fair. It's not…"

"Tails…?" Amy sees that he's crying.

"Sorry… Amy. I've got to go." Tails runs off with his arm covering his eyes as he suffers the tragic events that have happened.

Amy just stood there, saddened at what Tails is going through. Suddenly, the computer A.I., Nicole appears from behind a building and called for Amy. "Amy!"

"Huh?" Amy turned her head and spotted Nicole. "Nicole!" She runs up to her. "What are you doing here?"

"Shh! I can't be seen by the public anymore." Nicole said while Amy listened. "I am due for exile tomorrow."

"WHAT?!" Amy is shocked.

"Naugus and the council has decided that I should be cast out and suffer the mistakes I have made." Nicole said in a sad mood.

"I don't care what Naugus or the council says, you can't leave! This is your home! You made this for us! For all of us!"

"THE PEOPLE THINK I'M A WITCH!" Nicole screamed. "They'll never forget what I have done for the Iron Queen. They'll never forgive me for what I did to them!"

"You were controlled, Nicole. It's not your fault." Amy calmed her.

"That's not the point now! Listen." Nicole begins to explain as she wiped her tears. "Someone has transmitted a message to me. Into my A.I. core. Back in Freedom H.Q. I think maybe you need to read this." She told Amy who was slightly confused.

* * *

Over at the Great Forest. Lien-Da's Albion chapter has set up a large portal in the middle of the forest. Powered with a Super Warp Ring. The other chapters from Soumerca, Downunda, Mercia, Dragon Kingdom and Great Desert are also in attendance, along with their leaders. The echidna soldiers power up the portal and it starts sparking up.

At Freedom H.Q. Amy rushed inside and headed to the computer room. There, she tries to get access to it. "Nicole! Where's the message?"

"_I'll bring it up."_

Nicole controls the computer and searches through the server. She finally finds the server with the message and opens it up. _"Here! This is the message that I received."_

Amy reads the message. It's Bill's message. **Report to Freedom HQ that the pony world is about to face unexpected attack from D.E.L. Any F.F. available, please assist. **Amy widens her eyes in horror. "The Dark Egg Legion!? They're attacking Equestria!? WHAT?!"

The portal's power reaches full capacity and the Warp Ring is activated. It opens up the portal to enter Equestria. Lien-Da stands before her armies. "When we arrive. Show no mercy." Lien-Da loads her weapon and the six DEL chapters go through the Warp Ring and into Equestria with all of their hardware.

* * *

In Equestria. At the Rock Farm. Silver the Hedgehog had just introduced himself to Pinkie's family who are shocked to meet a talking animal. "I'm looking for Twilight Sparkle. Have you seen her?"

"Well… umm…" Igneous Rock stuttered for a moment.

"I'm sorry. Excuse my husband here." Cloudy Quartz spoke. "We're not used to seeing giant talking hedgehogs."

"It's fine." Silver kept his cool. "But this is very important. Have you seen Twilight Sparkle?"

"I'm sorry, I'm afraid we don't know somepony of that name." Cloudly said. (How come most ponies outside of Canterlot don't know Princess Twilight Sparkle?!)

"Do you want to come in anyway, son?" Igneous spoke. "You look pretty hungry and we started dinner."

"Uh… That's okay. I'll just ask someone else." Silver was about to float away.

"Wait." Somepony called from within the parents and Silver stopped. Igneous and Cloudy move away from the door as their daughter, Maud Pie walks out and talks to Silver. "Did you say you're looking for Twilight Sparkle?" She asked while sounding deadpan.

"Yeah. Do you know her?" Silver asked while looking determined.

"Yeah." Maud said. "She's one of my sister's best friends. I met her while I was visiting Ponyville. (Catch the MLP episode "Maud Pie".) Pinkie Pie must be very lucky to have nice friends like them."

"Ponyville?" Silver uttered. "Is that where Twilight Sparkle is?"

"Accordingly, yes." Maud replied.

"Thanks." Silver smiled as he flies straight to Ponyville. "You've been a big help." _(You're mine now, traitor!)_

Maud just stood there as Silver flew off and looks down at the ground again. She sniffs a rock on the ground. "Hm… rubble."

* * *

Back to Freedom HQ. Amy packs her bag in her room to go into Equestria. Nicole appears in front of her and sees Amy's angry look. "Amy? What are you doing?"

"I'm going to stop the Dark Egg Legion from hurting Twilight and the others." Amy said as she slipped her bag on and exits her room.

"Are you crazy?!" Nicole tried to stop her. "Amy!" She grabbed her hand. "Their numbers are huge right now. You won't make it out of there alive."

Amy pulls her hand away. "They're not gonna get away with this, Nicole! I have to go and save them."

"But Amy…?" Nicole tries dissuading her again. "What about Antoine…?"

Amy stopped at her feet and thinks about what happened to Antoine. "He would do the same." She responded. "Huh?" Nicole was shocked. Amy turned to Nicole. "If it were up to Sonic or Antoine, they would do what's right. I'm doing what I think is right. Because I'm a FREEDOM FIGHTER! I'm doing this for them." Amy enters the lab. "Power up the Star Posts. I'm going in there."

"Alone?" Nicole is still shocked and worried about Amy's safety.

"If there's one thing I've learnt from Sonic… it's that he never gives up. I'm gonna be brave just like him." Amy held out her Piko Piko Hammer as she clenched her teeth. "Fire it away, Nicole!" She said and Nicole activates the Star Posts and opens up a portal. "I've got you on my communicator, Nicole. I'll contact you if I ever get into any trouble." Amy ran towards the portal and jumps through, leaving a worried Nicole behind to watch over the lab.

* * *

At the Golden Oaks Library, Nighttime. Twilight sets up the place for the party and Spike helps out. "I still can't believe it. Girls Night has finally arrived!" Twilight is still excited about this.

"You've been going on about that since the afternoon, Twilight. I think you need to calm down." Spike told her.

Twilight then moves her face towards Spike. "Calm down? CALM DOWN? This is my moment to show how much of a good friend I am. Ooooh! I'm so nervous, I'm shaking." Twilight's body shakes.

"Yeah, I can see that." Spike says. "So, what can I do for the party?" He asked.

Twilight looks to him. "Uhh… Spike? This is GIRLS Night. That means 'Girls' only."

Spike becomes disappointed and sighs. "Aw, man! I get to miss another party?"

"I know how much you are important to the group, Spike. But, lately… you haven't done anything exciting." Twilight admits.

"I saved the Crystal Empire! I defeated the Mane-iac! I saved Applejack from a timberwolf!" Spike reminded her. (MLP: E53-54, E71, E61) "Isn't that all of the great work I have done?"

"I'm sorry, Spike. But… well… you're-" Twilight was about to talk but she then hears a knock on her door. Twilight then changes her mood and jumps and down in excitement. "AHH! They're here! They're here!" Twilight bounces to the door. "Girls Night! Girls Night!" Twilight gets over excited and starts to hyperventilate as she reaches the door. "Oh my gosh! This is happening so fast!" She breathes like crazy but she then calms down with a single breathe in and out technique. "This is gonna be awesome." Twilight smiles and turns to Spike. "You should go to bed, Spike. It's late."

Spike was a bit saddened as he walked up the stairs. "Yeah, okay."

The door knocks again and Twilight controls her excitement. "Okay, Twilight. Be calm. This night is going to be the best night ever." Twilight squeaked as she opens her door and shouts to someone at the door. "GIRLS NIGHT!" She screamed but to her realization and embarrassment, she greeted the wrong person who is a white hedgehog as he stands in bewilderment. "Oh my gosh! I'm so sorry! I thought you were my friends."

"I-it's okay." He forgives her.

"Wow, another Mobian?" Twilight said and the white hedgehog is surprised that she knows his species. "What's your name?"

"It's not important right now. I'm looking for Twilight Sparkle and was told to find her here." He said. "Do you know where she lives?"

Twilight was a bit confused but she realizes what he was asking and giggles. "Silly. I AM Twilight Sparkle."

"Really?"

"Yes. How can I help you?"

The white hedgehog; Silver, grins at her. "Finally!" He glows of blue aura while Twilight becomes puzzled. "I have you now!" Silver shoots a beam at Twilight with his finger but Twilight reacts quickly to duck under the beam as it hits her books and fall from the shelf.

"What the?!" Twilight becomes frightened by this and Silver levitates her in the air. "You can use magic too?!" She asked in panic while Silver hurls her to the book shelf and hits her head. Twilight was dazed but she still looked at Silver in horror. "Who are you?"

"The savior of the future." Silver threatened the horrified Twilight while walking up to her. "Now hold still!" Silver prepares to fight her.

* * *

On the outskirts of Ponyville. The Dark Egg Legion emerges from the portal and scan the area. Lien-Da, The Baron and Mordred flew in their Egg Mobiles as they scan the desert area of train tracks.

"No doubt, Lien-Da. We're in Equestria. That portal worked like a charm." The Baron said.

Drago Wolf and Razorclaw in their tanks, uses a radar signal. "What the heck is an Appleloosa?" Razorclaw asked.

"Does it matter?" Drago Wolf asked.

Bill, flying in his Egg Mobile, uses the radar signal and notifies the team. "Ponyville is to the north of here. Maybe that's where that deterrent is."

"Then let's march on their pitiful land." Lien-Da ordered them and they march through the desert. The little buffalo, Little Strongheart, sees them marching through and runs off to inform her tribe.

* * *

Back at Ponyville. Rainbow Dash, Fluttershy, Applejack, Rarity and Pinkie Pie are trotting over to Twilight's library for Girls Night, along with Scootaloo, Apple Bloom and Sweetie Belle.

"I can't wait to get to Twilight's house. This will be the most awesomest Girls Night ever!" Dashie said.

"Ah'm glad Granny Smith made these spice muffins to take with me." Applejack said with a basket riding on her back.

"Oh, I hope it'll be fun." Fluttershy said.

"Ooh! I can't wait!" Pinkie exclaimed as she just jumped in the air. "I've prepared a big surprise for this Girls Night."

"Really?" Rarity wonders. "And what could that be, Pinkie Pie?"

"I can't tell ya that, silly." Pinkie comes close to Rarity's ear. "It's a secret." She whispered and smiles while Rarity rolled her eyes.

"Mah first Girls Night with my sister." Apple Bloom was excited too. "This is gonna be cool!"

"You said it!" Sweetie Belle agreed. "I've got a song that I wrote for them and I plan to sing it during the party."

"I can still feel my tail shaking." Scootaloo said. "It was great you invited us, Rainbow Dash!"

"Yeah, well, you guys have always been there for us. Most of the time anyway." Dash said.

Rarity then spots Twilight's house. "Goodness gracious! What's going on!?" The others then see.

They see flashes of blue light coming from the windows as well as pink lights. Twilight's bed then goes crashing out of the house and shatters to the ground. The ponies gasps.

"What's happening?" Apple Bloom asked.

"Twilight must be so hyped up about tonight." Dashie nervously thought.

"Maybe... Twilight must have been so nervous about Girls Night, she's gone crazy again!" Pinkie predicts.

"Or maybe she lost something and it must've been so important to her." Fluttershy predicts.

"Or worse! She could have forgotten to wear that lovely hat I made for her!" Rarity predicts and her friends stare at her in disbelief. "What? I worked hard on that hat."

"C'mon, everypony! Twilight needs our help right now!" Applejack galloped towards the library and the others follow.

Sweetie Belle groans in anger before following them. "And I was so looking forward to singing the song for tonight."

Inside, Twilight's Library. Twilight Sparkle engages in a struggling duel with Silver the Hedgehog as she shoots beams at him. Silver then levitates her books and throws them at her, disorientating her in the process. Silver then lands a right hook to her face and she slams into the wall. The sound of the impact wakes Spike up. "Uh! No more nachos, please!" He shouted out as he woke up and realizes what's happening downstairs. He hears beams flying and books hitting the walls. "Twilight?!" Spike goes to check and he sees her in a fight with Silver and gasps. Twilight jumps away from a psychokinetic swipe from him. Twilight glared at him. "YOU'RE RUINING MY GIRLS NIGHT!" She shoots a beam at him with her horn but Silver uses his powers to redirect the beam back at Twilight, the beam hits her and falls into a pile of books.

She emerges out as she displays astonishment at Silver's feat. "Nopony is ever able to control another's magic. How did you…?"

"It's called psychokinesis. Try it sometime." Silver shoots another wave of his power at Twilight but she dodges left and shoots another beam at him, blinding his face. Twilight then levitates him up with her magic. Silver tried to break free of her magic. So he concentrates his mind and the magic aura surrounding Silver flows into his hands, straining Twilight of her magic. She groans in pain.

"How are you doing that?" She questioned in pain.

"Don't ask. There's nothing you can't comprehend." Silver then uses Twilight's magic against her and shoots out a pink blast beam at her but she barely got away from the explosion in time. Twilight slams to the floor and groans weakly.

Spike ran down to her. "Twilight!" But Spike was pushed away by Silver using his telekinesis. Silver held the defeated Twilight in the air with blue aura surrounding her. "Any last words, traitor?"

Twilight opened her eyes in shock and confusion. "Traitor?"

The Mane 5 and CMC arrive on time to see Twilight in the wrath of Silver. "TWILIGHT!" They screamed.

Twilight looked up. "Girls!"

Silver drops her and faces them in anger. "Stay back! You don't know what she's capable of!"

"What did you do to Twilight, you freak?!" Rainbow Dash angrily charged at Silver but he catches her in his telekinetic field. "Ah! I can't move!"

"Hold on, Rainbow!" Applejack galloped towards him but Silver catches her too. The rest just look on with shock.

"Who are you?" Rarity asked.

"I'm Silver. I'm here to save you from your doom!" Silver said.

"Doom? What doom?" Scootaloo asked.

"Twilight Sparkle will betray you and Mobius! Leading up to a war that causes the destruction of my world!" Silver explained.

"WHAT?!" Dashie was shocked.

"Twilight's gonna betray us?" Pinkie was not so shocked. "Wow, what a shocker."

Rarity squinted her eyes at Pinkie and she smiles nervously. Rarity stared back at Silver. "Let them go now, you dreadful maniac!" She yelled at him.

Silver then tossed Applejack and Rainbow Dash and they collided with Fluttershy and Pinkie.

Rarity tried to stop Silver with her magic by shooting a beam at him. But Silver deflects the beam back at hits Rarity's horn, causing her to flop towards the ground. Sweetie Belle tends to her sister while she looks at Silver's serious expression.

"It has to be done! For the sake of the future…" Silver levitates Twilight and prepares to kill. "…The traitor of the Freedom Fighters must die!"

The CMC become terrified of what's about to happen next. "NO!" Apple Bloom yelled.

But then Silver gets caught in another magical aura, this time by… "What?!" Silver looks back to see that Sweetie Belle caught him in her magic. "Let me go!"

"No! You're not hurting Twilight!" Sweetie said in anger. "She would never hurt a fly!"

"Nothing's gonna stop me from killing the traitor!" Silver screamed again.

Twilight regains conscious long enough to hear what Silver had said. "Wait!" Twilight speaks with her hoof out and Silver listened. "We're not… we're not part of the Freedom Fighters!"

"Then how did you know I am a Mobian." Silver questioned.

"Me and my friends were accidently teleported to your world some time ago. There we met Sonic and the Freedom Fighters who helped us find a way back home. Sonic is one of my friends. I would never betray him or my own." Sweetie Belle released Silver from her magic while Twilight is able to stand again. "A pony? Really? Me? Why me? What could I possibly do to hurt my friends or ruin Equestria?" Twilight demanded as she got her strength back.

Silver tells her. "I found your journal in my library."

Twilight gasps. "My journal? What are you-?" Silver cuts her off.

"Never mind that." Silver starts to explain. "You see… I come from the distant future. 200 years from now. Everything around me was turned to ruin. I was told by my mentor that the reason it is like that is because someone from the Freedom Fighters betrayed them… and erupts into a deadly war that wipes out almost everything in its wake. Only I was able to survive. I've been trying to find the traitor responsible for it all. First I went after Sonic, and then 'Boomer'. And then I went after you, Twilight. How can I be sure you are not the real traitor?"

Applejack got back on her hooves to tell him. "Twilight is our friend. How can you say she will betray us?"

"Are you crazy?" Dashie said.

"That's just mean!" Fluttershy berated.

"Twilight is our best friend!" Pinkie berates him as well.

"She would never do anything bad to hurt us!" Rarity said.

Silver then looks confused. "So…" He looks to Twilight who sports an angry expression. "You can't possibly be the traitor…?"

"No!" Twilight made herself clear. "Cross my heart, hope to fly, stick a cupcake in my eye. No! I'm not like that!"

Silver then feels guilty and looks down in sadness. "I failed again…"

"Does this mean I can still sing the song for the party?" Sweetie Belle asked.

Silver looks to the ponies around him. "I… I should go." Silver left the library in a sad state while the ponies glare at him as he left. Rainbow Dash then helped Twilight up to her hooves.

"Soooo…" Twilight badly bruised, looks to her friends who are gathering around her looking concerned. "Girls Night?"

* * *

Cut over to Silver who is sitting on a rock near the lake. The moonlight shines over the water while Silver is brooding over his failure. "I failed… I failed again, master." Silver places his hands on his face. "What can I do? Tell me… what can I do?" Silver looks at his Time Stone and then he stared at the reflecting water. Silver slumped back down on his rock and continues to suffer the consequences. "It's… It's no use. It's just no use."

* * *

Over at Sweet Apple Acres, Amy emerges out of the portal and finds herself in Equestria. "Wow! I can't believe this is Equestria." She views the scenery around her. "It looks so beautiful."

Amy then notices while looking at the apple trees. "It looks like the Dark Egg Legion didn't attack yet. I've got to find Twilight quickly and warn her." Amy runs ahead.

* * *

Over at the train station in Ponyville. The ponies were waiting for the next train to Canterlot. Lyra Heartstrings look over to the side and she spots something coming along the train tracks. She's thinking it's the train and the other ponies wait to board. But unbeknownst to them, it is actually the D.E.L. army.

The Baron spots them. "Would you look at that. Ponies. What a sight." He calmly remarked.

"Ugh! They look disgusting!" Drago Wolf scolded.

"They make me want to destroy them!" Razorclaw agreed.

"Before we do that, let's send them a warning." Lien-Da said. "Conquering Storm!"

Conquering Storm orders her ninjas to charge at them. "Baron! Blow their economy apart!" Lien-Da ordered to the Baron.

"You heard the lady! Bombard them!" Baron pointed his finger across and the tanks fire at the train station.

Lyra Heartstrings, Bon Bon, Roseluck and Doctor Whooves witnesses the oncoming missiles heading towards them and they begin to flee in panic. "AHHH!" Bon Bon shrieked as the missiles damage and cause destruction to the train station as many of the other ponies flee from the flaming attacks.

"Capture each and every one of them! Don't let them get away!" Lien-Da ordered as she flew overhead.

The ponies are then getting jumped by the Raiju ninjas. Derpy also gets surrounded by the Raiju as well as Doctor Whooves while they panic. Sea Swirl gets tangled into some rope by echidna legionnaires and Shoeshine screams for her life as she gets captured by the wolf legionnaires. "HEEEEEELP!" Amethyst Star screamed as legionnaires aimed their weapons at her.

The D.E.L have successfully captured the ponies from the train station. Lien-Da walks up to Cherry Berry who is being held against her will by Drago Wolf and she starts to interrogate her. "Please! Please! We don't want any trouble! Just let us go!" Cherry pleaded fearfully but Lien-Da ignored her plea and pulled out her weapon.

"Where is the girl?" She asked while she loaded her weapon.

"What?" Cherry Berry was confused.

"Answer her!" Drago Wolf roared at her.

"I don't know! What girl?" Cherry Berry is even more frightened now.

"Leave her alone!" Amethyst Star shouted. But Drago Wolf turns to her and growls angrily, making her fearful again.

Lien-Da moves her face closer to the whimpering Cherry Berry with a frown. "Where is… Diamond Tiara?"

"Who?" Cherry asked again.

"Diamond Tiara!" Lien-Da said. "Where is she? Tell me and maybe I'll spare your life. Question again however…"

* * *

"…and your whole kind will be extinct."

Twilight and her friends fix up the library by putting the books back. Scootaloo just lay on the ground in boredom. "Well… this has been a great Girls Night." She said sarcastically.

"I'm sure we'll do something fun later on, Scootaloo." Apple Bloom said.

"Ugh! When are we gonna be finished, Rarity?" Sweetie Belle helped her sister with putting the books back. "This is so unfair!"

"I'm sorry about this, Sweetie Belle, but we simply can't have our party in this state." Rarity said.

"If we have time for a party. Just what was that all about?" Rainbow Dash asked.

"Yeah. Who was that silver hedgehog?" Pinkie asked. "His voice sounds kinda screechy. And he smells kinda funny. And he also looks like Sonic. And his name even sounds funny. I mean, his name is Silver and he looks like silver. Ooh! What a coincidence!"

"It doesn't matter about what he was here for. He ruined Girls Night! That's all!" Twilight said with glaring eyes and the ponies stare to her. Twilight looks to her friends and sighs. "I was really looking forward for tonight. I wanted to make this Girls Night seem special. Special for all of us. We, the very best of friends, who have always been there for each other when we were in doubt. And now, it's ruined. I'm sorry, girls. I shouldn't have gotten carried away with all of this." Twilight picked up another book and took it to the shelf while Applejack walked up to her.

"Twilight." She got her attention. "Not every year we have to have this party just to show each of us ponies how special we are. The only thing that makes us special is our friendship together. And that's all that matters."

"Yeah! I mean, it's cool we have a celebration every year but we still have each other." Rainbow Dash said.

"The party is ruined, Twilight. But not our friendship." Rarity said.

"I'm kinda sad that the party is ruined and I was soooo looking forward to having fun and eating cake and having fun and dancing and having fun and-" Pinkie loses track again.

"Ahem!" Rarity stops her and Pinkie is back on track.

"Uh… But our party is nothing compared to us." Pinkie said and Rarity smiled.

Fluttershy talks now. "We are really sorry you put so much effort in the party. If only we were there to help you."

Twilight looks up with a sincere smile. "It's all right, guys. The party wasn't even planned well anyway. I went overboard with a lot of things. But I know… deep in my heart that you girls will always help me in my time of need." Twilight and her friends group hug with smiles.

"Hey! What about me?" Spike said.

"Oh! You too Spike." Twilight noticed.

"Now can I sing the song?" Sweetie Belle persisted.

The Mane 6, Spike, AB and Scootaloo gathered towards her. "Go ahead, Sweetie Belle. Let's hear it." Twilight said.

Sweetie Belle smiled and cleared her throat. She was about to sing but just then… the whole Library gets struck with quakes and tremors.

"UGH! What now!?" Twilight gets more frustrated.

Twilight opened her door to see what's going on. She, her friends and Spike look with horror as they see many ponies running for their lives and screaming with many houses up in flames and/or burnt to the ground. Twilight and everypony else leave the library as they express horror.

"What in all of Equestria is going on here?" Rarity questioned with concern.

"LOOK OUT!" Applejack pointed out as a missile was heading towards them. The girls shriek but Twilight teleports herself and the others out of the way as the missile impacts the Golden Oaks Library and every piece falls out of the sky. The group sees this happened and Twilight is in despair. "My library!"

* * *

The Dark Egg Legion are attacking Ponyville! The legionnaries shoot at everything on sight. A tank rolls in and blows up the Quills and Sofas shop. The Raiju capture ponies all around. Razorclaw wields a blaster gun and shoots down Pegasus ponies. A couple of Canterlot Royal Guards come flying in to handle the situation but they get overwhelmed by more legionnaires. It's all chaos and madness down there as Lien-Da watches from her Egg Mobile. She radios in the Baron.

"Baron! Did you locate her yet?"

The Baron shoots his blaster all around the Carousel Boutique. "Not yet. Maybe the locals know. Ah don't know, Ah'm busy!" He shoots his blaster more but runs out of ammunition. "Matilda."

Matilda hands him a bazooka. The Baron then blasts the Boutique with the bazooka to pieces and he walks away smiling. "Boom, baby."

* * *

All the way from Sweet Apple Acres, Amy hears explosions coming from Ponyville. "Oh no! I'm too late!" She starts running towards town.

Over at the lake. Silver hears explosions from Ponyville and gasps at the sight. Silver then realizes what he has to do right now. "Right. Save the future." He glared.

* * *

Twilight and the others continue to watch in horror as the Dark Egg Legion attacks Ponyville. The flames were turning the sky red. And out of the sky comes Spitfire, Soarin and Fleetfoot as they race toward the invaders. Rainbow Dash spots them in the sky.

"Look! It's the Wonderbolts!" She cheered.

A legionnaire radios Lien-Da of this. "Grandmaster! There are more ponies flying in. They appear to be wearing skin suits and goggles and are heading towards us."

"Drago Wolf! Shoot them down!" Lien-Da ordered.

Drago aimed his blaster up. "With pleasure." He fires his blaster at the Wonderbolts as they dodge the beams being fired at them. Drago manages to hit Soarin's wing and he falls out of the sky, screaming. Rainbow Dash acted quickly to dive towards him and prevents him from hitting the ground. "That's the second time you saved my life, Rainbow Dash. No, the third time." Soarin said while Dashie blushes. But this was cut short as Drago shoots Rainbow Dash in the wing and she screamed in pain. Both she and Soarin tumble to the ground as Drago prepares to capture them.

"Stop it!" Twilight and her friends raced towards him but more legionnaires stop them and surround them. Mordred Hood floated in his Egg Mobile and laughed at the ponies misfortune. "Exterminate them!" He ordered and they load their weapons.

Twilight and her friends were about to face their doom but then, blue aura shines around the legionnaires and paralyzed them. "Huh?" Mordred was confused by this as well as the ponies. But then, Silver floated down, controlling his telekinesis on them. Silver then grunts as he swipes his arms forward and sends the legionnaires flying. Mordred looked in shock and fled. Silver then turned to ponies who were surprised that he saved them from certain death.

"Silver? Why?" Twilight asked.

"I can't forgive myself for the past mistake, but that doesn't mean I can't make up for it." Silver said. "If your world is in danger right now, then it's no excuse that I'm here for a reason. No matter what, I will save this world's future!"

Twilight agrees. "Right!"

Silver however was easily distracted as he gets blasted away by the Baron's fire blaster. He lands flat on the ground he and his legionnaires shoot out at the Mane 6. Rainbow Dash dodges with aerial flips, Rarity manages to slap one away and Fluttershy trips one over. Pinkie Pie, still donning a happy look, blasts away with her party cannon at her enemies while Applejack protects the fillies. Twilight flew towards the Baron in anger but he grabbed her by the wing with his cybernetic arm and he threw her to the ground. The Baron then walks toward her. "Matilda. Bazooka." Matilda, walking with him, hands him his bazooka and he aims his cursor at Twilight who tried to get back up due to her injured leg. Just before he could fire, Amy Rose leapt in and whacked the bazooka away. "Leave her alone!"

"You! You're with the Freedom Fighters!" The Baron noticed.

"Amy!" Twilight sees her.

Amy smashes his weapon and held her hammer towards him. "I wrecked your bazooka, Baron!"

The rabbit however pulled out a large rapid fire blaster and aimed right at her. "Now Ah have a machine gun! Ho, ho, ho!" And he fires away at them. Amy, Twilight and the rest flee from the rapid fire blasts while Rarity carried the unconscious Silver. "C'mon! Have at it, ya four legged varmints!"

More fire beams wiz past the fleeing group but Twilight teleports everyone and herself out of view. The Baron holds his fire and calms down a bit. Matilda, who was just standing right next to him this whole time and started asking.

"Are you okay, Baron?" She asked while looking deadpan.

He hands her the fire blaster and regroups with the leaders. "Let us regroup with the others and then I'll be fully relaxed."

"Yes, sir." She follows him.

* * *

Inside a large tree, near the Everfree Forest. Twilight, Dashie, Applejack, Rarity, Fluttershy, Pinkie, Spike, Scootaloo, Sweetie Belle, Apple Bloom and Amy are hiding away from other Legionnaire forces while Silver is still passed out.

"I can't believe what's happening!" Apple Bloom panicked.

"Okay. Now I am officially scared out of my mind." Dashie shivered.

"C'mon, girls. It can't be the worst thing that could happen." Pinkie remained calm.

"No, Pinkie. This is the WORST POSSIBLE THING that could happen!" Rarity retorted.

"Who were those guys?" Sweetie Belle asked Amy.

"Those guys are the bad guys. They're called the Dark Egg Legion." She said. "Basically they are Mobians who serve the Eggman Empire with cybernetic implants and have pledged their allegiance with Robotnik."

"Seriously. How much could that Egghead want?" Dashie asked.

"Eggman wants nothing to rule the world." Amy said.

"They just went and blew everythang up in Ponyville, for corn's sake!" Applejack ranted. "How is that ruling the world?"

"We definitely need Princess Celestia!" Rarity said. "Twilight, can't you contact her?"

"I wish I could, Rarity, but Princess Celestia is away for important affairs at the Crystal Empire with Luna. There's no way I can contact her. Even with Spike's magical ability to send her a letter is canceled out." Twilight said. "She doesn't even know what Ponyville's going through right now." Twilight's eyes widen in horror.

Her friends gasp in fright of this.

* * *

Lien-Da and her forces along with Drago Wolf, Mordred and the Baron have captured and caged everypony in Ponyville, including Mayor Mare.

"Stop this mutiny right now, felons!" She yelled at them but Razorclaw hisses at her, scaring the poor Mayor. Drago pulls him away.

"Stop scaring the hostages!" Drago disciplined him.

"They make me sick. Why can't we eat them now?" Razorclaw asked.

Mordred and his followers carry in Granny Smith and Big Mac. "I found these ones straggling around the forest. But no sign of this Tiara pony anywhere."

"Put them in with these ones." Lien-Da ordered.

"Unhand me, you hooligans! I'm an old pony!" Granny Smith yelled as she and Big Mac are caged in with Derpy, Minuette and Spitfire.

Lien-Da expresses her satisfaction of the ponies. "I wonder how many more of these ponies there are. At this rate, it will be impossible to find that girl." She radios in Bill. "Grandmaster Bill. Have you had any luck with finding the girl?"

Over at Canterlot Castle, Dungeons. Bill and Conquering Storm have taken care of the Royal Pony Guards. "We're currently searching the dungeons for any useful information, but the guards don't know a thing."

Conquering Storm shows pity for the one of the pony guards. "You fought well, but you are a failure even to your own princess." She then goes over to Bill. "Not anyone of these ponies know where Diamond Tiara is. We're wasting our time looking for her."

"Did you say, Diamond Tiara?" A voice spoke.

The two turned to see Flim and Flam in their cells. "We know who she is, right Flim?"

"That's right, Flam. She's the daughter of Filthy Rich, one of our faithful customers."

Bill walked up to their cell and works on the lock. "And where do we find this 'Filthy Rich'?" He asked.

"Why, he lives down over by Rich Manor in Ponyville." Flim said.

"Now how about making a stallion proud and help us break out, good friend." Flam asked.

Bill plants an explosive device on the cell doors which shocks the two brothers and Bill detonates it with a switch, causing nothing more than a small boom and the cell door opens. Flim and Flam are amazed by this and look to Bill who continues to frown. "Thank you." He said and the two unicorns rush off.

"So what next, brother?" Flam asked Flim.

"I have a great idea. We're gonna make a 'cure all' tonic and makes millions off of it." (The plot for "Leap of Faith" of MLP.)

"Sounds super, brother!"

"Pure genius!"

Conquering Storm gives this information to Lien-Da. "Rich Manor. Of the shore of town."

Back to Lien-Da as she smiles. "Excellent." She then calls over Mordred, Drago, Razorclaw, Beau and Matilda. "Everyone! Follow me. I know the location of Enerjak Tiara!"

Bill then tosses a Warp Ring and opens a portal to go back to Mobius. Conquering Storm sees this and questions. "What are you doing?"

"We need to inform Dr. Eggman of our progress, remember?" Bill said.

"Have you forgotten our mission?" She questioned again.

"Our mission here is done. Lien-Da's got it covered. Let's go." Bill said.

"In the Raiju it is a dishonor to leave the mission without completing it." She stated.

"Yeah." Bill gets serious. "Well, the only dishonor in the Eggman Empire is getting blown up by the boss if we don't do what we were told. We must go back and report. Now." Bill said and Conquering Storm reluctantly followed along. The two leave through the ring.

* * *

Back to the hideout tree. Silver regains consciousness and groans. "Eghhh… I better watch my back next time." He opens his eyes. "Hey! Where am I?" He looks over his shoulders to see the ponies and Amy work on something as she pleads for Nicole's help.

"Nicole! Get me a location on Lien-Da's tracking signal!" Amy said.

Nicole displays Lien-Da trackers on a world map. _"Tracking now, Amy."_

"So this is a map of Equestria?" Twilight wondered. "Wow. I didn't know you were interested in our world that much."

"Ever since Chaosmare, the United Federation decided to scan for 'out of world' resonance between Mobius and Equestria. Nicole managed to hack into the G.U.N. network servers and acquired Equestria's landscape map." Amy said. "Oh gosh, I'm starting to sound like Tails all of a sudden."

Scootaloo then points out. "Look! I can see my house!"

"And I can see the farm!" Apple Bloom also points.

"Fillies!" Applejack called at them and they smile in embarrassment. "Now's not the time for pointing houses. Ponyville's in danger!"

"Well, why don't you call in **three superpowered girls** and have them save the town?" Sweetie Belle asked. Everyone looked at her in silence. "I read too many comic books." Sweetie admitted as she looks down.

"You read comic books?" Spike questioned in confusion.

"Could someone tell me what the plan is?" Silver got their attention.

"Silver. We need to drive off these animals from our world." Twilight said. "But we can't do it without you."

"What? Now you want my help? After what I did to you?" Asked Silver.

"You said it yourself." She reminded. "It's all in the past. Now you're making up for it."

Silver got that hint and decides to team up with Twilight. "Okay, Twilight. What do we do?"

"_I've got Lien-Da's signal! Tracking it now." _Everyone watches Nicole's monitor. _"It's somewhere around this location. Some sort of mansion with a pool side."_

Sweetie Belle recognizes the place. "Hey. Isn't that Diamond Tiara's house?"

Twilight then realizes to her horror. "Oh no! I know why they're here! They're going to-" Twilight stopped, gains her bravery and told everypony, Silver and Amy what to do. "All right, listen up, everypony! Here's what we'll do." They listen to her plan.

* * *

Over at Rich Manor. Lien-Da, Drago, Razorclaw, Mordred and the Baron stood outside the door and Lien-Da rang the doorbell. Filthy Rich answered the door, oblivious of their nature.

"Oh. Hello? What can I do for you fine gentle-" Suddenly the Baron kicks him away and he slams into a wall as a picture falls on his head.

"You could let us in." Beau remarked.

The three walked through the hallway as Filthy Rich passes out on the ground. Lien-Da faces the two. "Guard the place while I finish this." She said as she walked upstairs to Diamond Tiara's room. She pulled out her gun and loads it. "Finally! Our name shall not be stained."

Outside the manor, Twilight and Silver popped out of the bushes, looking at Drago, Mordred and the Baron. "You sure this plan will work?" Silver asked.

"Trust me. There's nothing a princess could worry about." Twilight smirked.

Inside Diamond's room, She and Silver Spoon were reading magazines. "Ooh, look at this! Gossip Column: Sapphire Shore's new dress makes her look fat." Diamond said.

Silver laughs. "So true." The girls giggle. But unfortunately, their giggling was cut short as Lien-Da blasts the door open, frightening the two fillies. Lien-Da enters and aims her gun at Diamond.

"This is for the echidnas, you disgusting little wench!" She was about to fire but at that moment her gun gets swatted away by none other than Sweetie Belle's magic. "What the!?"

"Diamond! Spoon! RUN!" Sweetie told them.

"What are YOU doing here?!" Angered Diamond but then quickly decides to run to safety after Lien-Da tackles Sweetie Belle to the ground and the two struggle.

"C'mon! To the balcony!" Silver Spoon pointed for Diamond but then Razorclaw blocks their path by jumping in front of them and the two scream.

"Where do you think you're going?" He says. DT and SS back away a bit as Razorclaw taunts them. "You're mine now."

Dashie then speeds past them and punches her hooves at Razorclaw's stomach. "Not today, wolf boy!" Razorclaw then grabs Rainbow Dash around her wings and both fall into the pool, causing a big splash.

"GO!" Twilight commanded and she, her friends, Amy, AB and Scoots charged at the three leaders. "What in blazes?!" The Baron shouted out. At that moment, an epic fight breaks out.

"Get them!" Drago Wolf ordered his troops and they attack Twilight and Silver while the rest enter the house and the Baron makes a run for it to town. "I did not anticipated this." He gritted his teeth.

Twilight and Silver fight off the legionnaires with their magic and telekinetic powers around the outdoor area. Twilight bucks them while Silver levitates an umbrella and whacks one of the legionnaires in the head. "How 'bout that?" Silver taunted. He then sees a big one coming and he hurls a beach seat at him. "TAKE THIS!" He screamed as the beach seat breaks on his head and falls down. "Ha! It's no use!"

"Why are you screaming?" Twilight asked Silver.

"I have no idea." Silver confidently admits.

Mordred and Drago fight Rarity, Applejack, Scootaloo and Fluttershy. Drago swipes his claw at Fluttershy but she ducks. And Scootaloo jumps off a sofa and does a flying kick. "HI-YA!" She manages to kick at Drago's face. He gets mad and chases after Scootaloo who gallops into the kitchen. "Get back here, you chicken!"

Mordred took a sword from one of the armored statues and dueled with Rarity and Applejack. He swung his sword at them but they dodged and jumped over his swings. He hisses at their abilities and swings his sword again. Slicing off the tip of Rarity's mane. "Ahh! My mane!" She tears for the tip of her mane and growls in anger at Mordred who remained confident. "Oh… IT. IS. ON!" Rarity levitates a sword off an old pony armor and duels with Mordred. They clash swords together.

* * *

Pinkie, Apple Bloom, Spike and Amy are outside in town. They look for the Baron who comes out of hiding and fires away with his gun. "Incoming!" Spike pointed out. The four evade the beams fired at them and took cover behind a statue.

Beau went back to cover and provides more ammo from Matilda. "Got any more, Matilda?"

She hands them to him. "Here you go, sir."

Beau reloads and fires at them again while taunting them again. "Ah might as well give up if I were you!" He walked towards the statue and Pinkie makes a run for it. "You can't run from me, my pretty pony." He fires at Pinkie who bounces up to the rooftops and avoids the crossfire. "Just because you can jump on houses doesn't mean you're evading my shots."

Amy rushes at him and bonks him with the hammer. "OW!"

"Serves ya right!" Amy taunted back at him but then Matilda jumps out of hiding and kicks Amy's face.

"Nobody hurts the Baron like that!" She yelled.

Just then, Apple Bloom jumped towards her head. "And nopony hurts mah friends, either!" Matilda struggles with Apple Bloom while Spike tries to tip toe away. But the Baron grabs his gun and fires at Spike who makes a run to Sugarcube Corner and Beau follows him there.

* * *

Drago Wolf continues to find Scootaloo within Filthy Rich's kitchen. "Oh, chicken pony! Come out, come out wherever you are."

Scoots hides in the cupboards and breathes slowly.

"You can run…" Drago slices some cupboard doors for signs of Scootaloo. "…but you can't hide."

He slices down more doors as he searched for Scoots, and knocks some pans over. "Where could that little brat be?" He smells her scent and looks at the cupboard she's hiding. "Let's try door number 7." Scoots gasps but then hits a box behind her and looks back.

He opens the last cupboard door, but as he does he is greeted by a mousetrap held by Scoots and it clamps onto its nose. "AHHHH! What is this thing!?" He screamed as he howls in pain and Scootaloo snickers as she runs off. "Get it off!"

Mordred continues to duel with Rarity. The two clash their swords over the staircase. "You fight well for a pony." He complimented. "But your skills are worthless."

"Don't underestimate me, darling." Rarity said. "I may not be such a fighter, but what I lack in skills makes up with inspiration." Rarity levitates her sword and slices off a piece of the purple drapes and covers it around Mordred's body. She then stylizes the drape and has recreated Mordred's costume to a more embarrassing purple dress, much to his dismay. "There. Now you look fabulous." Rarity giggles but Mordred growls in anger and continues to fight her.

Twilight and Silver are handling it quite well in the courtyard. Twilight bonks on a legionnaire's head while Silver punches one into the air. Twilight is faced with a bunch of legionnaires surrounding her, but she concentrates on her magic and blasts them away with a force field of magic. One comes up behind her but she ducks and bucks him away to the poolside.

Underwater in the pool. Razorclaw and Rainbow Dash fight. She dodges a blow from Razorclaw and she bucks his face in. Dashie then notices she's running out of air and tries to swim to the surface, but Razorclaw grabs her leg and pulls her under. Dashie held onto her breath and kicks Razorclaw's face in. Dashie gasps for air as she emerges from the water and coughs. Razorclaw also emerges and dunks RD's head underwater with her hooves flailing around. Razorclaw attempts to drown her but RD kicks his face again and she emerges to uppercut his face. Razorclaw jumps out at her but RD and grabs her by the legs making her yelp and dragging her back underwater. This time he bear hugs Rainbow Dash until she runs out of air. Dashie blubs even more as Razorclaw smiles to see her demise. But Dashie squints her eyes. Dashie starts spinning around with Razorclaw still clinging onto her. She generates a whirlpool and then into a tornado and it makes Razorclaw fly out and smacks into the window before sliding down to ground. Rainbow Dash revels in her victory as she exits the pool and soaks wet from her little tango. "And that's why I love winning." She commented.

Twilight and Silver are surrounded by so many legionnaires however.

"There's too many of them." Twilight said. "We can't beat them all."

"This was getting boring. If only we can send them all back to Mobius." Silver said.

Suddenly, Twilight gasps at the thought of that idea. She pulls the fake Chaos Emerald, given to her by Shadow. _"Use it when you need to."_ Is what Shadow told her about it. "Use it when I need to." Twilight held Chaos Emerald in her hoof and Silver sees.

"Is that a Chaos Emerald?" He asked.

Twilight held it up and shouted. "CHAOS CONTROL!" She shouted and a portal appears behind her. The soldiers charged at her but Twilight opened up her wings and exerts her magic to lift them all up in the air and toss them into the portal back to Mobius. The portal starts to close. "Silver! Keep the portal opened! I have an idea!" Twilight gallops back into the mansion while Silver uses his telekinesis to hold the portal open.

* * *

Beau enters the bedroom loft of Sugarcube corner with his gun in hand and tries to find Spike. He looks around with beady eyes and spots Spike hiding behind a green gnome and he blasts it to pieces. "Yer quite the troublesome little dragon, ain't ya? Think y'all can run from the good Baron?" He asked and Spike tries to reason with him.

"Uh, hey. You know, uh… I was thinking, maybe you could let us all go and we'll forget about all of this?" Spike tried to converse with him but the Baron laughs at his words.

"Boy, y'all can't understand what I've lift a finger for?"

"Okay. So… we made someone from your world angry and now she wants to hurt us. I understand that. But, really. You can't just go blaming it on us." Spike says.

"Word around Mobius said that ten ponies and a dragon were spotted by the Eggman Empire during the whole Chaosmare incident." Baron said. "Have to blame someone or somepony as you may say."

The Baron then held his gun at Spike. "Now, don't be frightened. This'll only hurt a bit."

But then, Pinkie Pie, with her party cannon and Amy Rose, with her Piko Piko Hammer, bust in to protect Spike. "You're not laying a scale on cute little Spike, Mister Big Bunny Guy." Pinkie growled.

"Is that a fact? Let's prove it." Baron turns around and fires at the pink duo. "You wanna play rough?" Amy tries to strike him but he dodges and kicks her away to a wall. He aims his gun at the dazed Amy. "You wanna play rough, huh?!" He cocks his weapon. "Say hello to mah little friend!"

But then Pinkie Pie appears behind Beau and smiles. "Aaaaaand… say hello to mine."

The Baron turns for a moment. "Huh?" Pinkie's pet alligator, Gummy, flies at the Baron's face and bites in with his gums. "Ah! Get off me! Get off me I say! What in tarnation is this thing?" He struggles to get Gummy off his face while Pinkie gets Amy and Spike to a safe location. Baron manages to get Gummy off his face and is covered in saliva. "Do you know who I am? I am the BARON!"

"Hey, Baron! Get ready for my big surprise." Pinkie pulls out her party cannon and aims at the Baron's bewildered face.

"Oh mah stars…" Were his last words before being blasted out of Sugarcube Corner with confetti and balloons all over him, screaming. Matilda and Apple Bloom get off of each other to see the Baron flying through the air. "Sir!" Matilda screamed in deadpan.

"Wow." Amy watches him fly. "Look at him go. Nice shot, Pinkie."

"Hee hee! It's can't be a party without having a real blast." Pinkie giggled.

"C'mon!" Amy and Pinkie race out of Sugarcube Corner. "We've gotta get back to the others!"

* * *

Mordred has cornered Rarity with her sword dented and his sword pointed at her. "Admit it. You have been thwarted."

"Actually, darling, you're the one who will be doing the admitting." Rarity said and that confuses him.

"What do you mean?" Mordred asked and Rarity shoots a beam from her horn and hits a chandelier, causing it to fall and trap Mordred in its bond. Rarity makes one final buck to his face and he lies defeated.

* * *

In the basement. Sweetie Belle struggles around with Lien-Da as the two rolled down the stairs and hit the ground. Lien-Da manages to punch Sweetie off her and slides to a wall. She picked up her gun and aims right at her. "How dare you interfere with the legion, you stupid girl! I'll make this quick." Lien-Da reloads her gun but Sweetie Belle levitates it away from her and tosses it under a watertank.

"You're not hurting anymore of my friends!" She yelled.

"Then tell me something: What is it that you care about this pony that you find so endearing?" Lien-Da asked.

Sweetie Belle hesitated to answer since this is about Diamond Tiara. "I… uh… She's just… She just…" She glared at Lien-Da. "You wouldn't understand. It's complicated."

"Then why defend her? What has she ever done for you?" Lien-Da asked but once again Sweetie Belle refuses to answer. "I see now. You don't like her at all." Lien-Da figured out and Sweetie gasps. "She bullies you, doesn't she. I understand how that feels. But unlike you, I've put more and more hatred of it whenever I felt mistreated. You're not only defending her, you're afraid to admit the things she has done to you. You… of all ponies in this world, being kicked around by one simple foal who thinks she's better at everything than you." Lien-Da is toying with Sweetie Belle's mind. "And I thought the ponies of this world were all about harmony. But I guess… that doesn't go for most ponies." Lien-Da's hands start getting engulfed with electricity. "At heart, you have my sympathy. But me… I pity you. But you're just wasting my time over nothing now."

Lien-Da prepared to strike down on Sweetie Belle but just at that moment, Diamond Tiara herself leapt towards Lien-Da and covered her eyes. "NO!" She screamed as Lien-Da is blinded by her hovves. Sweetie Belle is surprised of this and Silver Spoon helps her get out while she's distracted.

Lien-Da tries to get Diamond off her while the pink filly shouts words at her. "She may be a dumb, talentless blank flank, but there is no way I'm letting anypony get hurt because of you!"

* * *

Drago got the mouse trap off of him and left a mark on his nose, and he ran out of the kitchen. Only to be met with apple pie spattered on his face and he staggers backwards. Applejack stood behind him and put her hoof forward, making Drago trip and fall through the window.

The Baron then comes crashing through the roof and crashes down on Mordred, breaking the chandelier around him. The two are both dazed and out of combat, while Twilight rushed in and hovered them off the ground.

* * *

Lien-Da continues to struggle as Diamond Tiara continues to blind her but she manages to get her off by slamming her into a wall by walking backwards. Diamond released her grip and Lien-Da angrily picks her up. She stares at her angrily while DT sports a scared expression. Lien-Da gets her gun from the under the watertank and aims it right at DT's head. "Be gone with you, brat!"

But before that could happen, Pinkie and Amy broke through the wall behind them. "Hey look! We broke the fourth wall!" Pinkie noted. "Get it?" She smiled at Amy who looked at her with a discerning look.

Lien-Da held Diamond hostage and threatened to shoot her in front of the pink duo. "Back off! You will not stop me from eliminating this brat!" But Amy tosses her hammer towards Lien-Da but she dodges and it hits the watertank behind her, causing steam to push her down. It disorientated her in the process, releasing Diamond Tiara. "Ugh…" She felt her head in pain while Amy ran up to her and swung her hammer all around her.

"How. Dare. You. Tried. To. Hurt. These. PONIES!" Amy shouted with every hit of her hammer she inflicted to Lien-Da. She sends her flying and gets trapped inside of Pinkie's party cannon, head first. Pinkie laughs at the fun she's having as she watches Lien-Da's legs flail around. "Time to send that witch back to where she belongs." Amy announced.

* * *

Outside, everypony has beaten down the leaders and regroups with Twilight, they then see a soaking Rainbow Dash walking in with a wet mane.

"Oh my, what happened to you, Dashie?" Fluttershy asked.

"Well, let's just say… I had fun in the pool." Dashie replied as she shakes herself dry of the water, showering them on her friends. Twilight raced over to the unconscious Razorclaw and lifts him up with her magic.

Twilight turns to Rainbow Dash. "Rainbow Dash! Get as many of the legionnaires you find and bring them back here, ten seconds flat."

"You got it!" She flew back to town and spins around in a tornado to suck up every legionnaire in her wake. Most tried to outrun it but they all get sucked in anyway.

Rarity walks to the group with an unconscious Drago Wolf in her magic and Twilight directs her to take him over to where Silver is as he continues to hold the portal opened with his powers. "Come on!" Silver strained as he struggled to keep it opened. "I can't fail! I just can't! Not this time!"

Dashie returns with all of the incapacitated soldiers and Twilight catches them all with her magic and Rainbow stops spinning around. As she stopped her eyes spin out until she shook her head back to her senses. Twilight has dragged every one of the leaders and soldiers except for Lien-Da and placed them in front of the portal. "Hold it open, Silver!" Twilight yelled.

Silver used all of his might, screaming even, to keep the portal from closing as Twilight exerts her magic and strains as well. She lifted up every legionnaire and tossed them, one by one into the portal. "Is that all of them?" Rarity asked.

"Wait!" Sweetie Belle called out as she, DT, Spoon, Amy and Pinkie arrive with Lien-Da still in her party cannon.

Pinkie took aim of her party cannon at the portal. "Three… two… two and a half… two and three quarters… two and three quarters still… one… one and a half-"

"Just fire already!" Rainbow Dash grew irritated enough.

"Oops! *giggles* Sorry." Pinkie fires off her party cannon and Lien-Da goes flying into the portal back to Mobius. "NOOOO! I'll be back!"

After that's done, Twilight shouts to Silver. "Let it go, Silver! Now!"

Silver finally releases the portal as it disappears and kneeled down to regain his strength. Silver pants as he finally gets a moment to breathe from exhaust. "Gee… all that effort is making me feel woozy." Silver said.

Twilight walked up to him and puts her hoof on his shoulder. "You did well, Silver. Despite what has happened tonight, you're a true hero."

Silver turned back and smiled. "Thanks. That was awesome of what you did, Twilight."

Twilight giggles nervously. "Well, I couldn't have done it without my friends."

"I'm sorry I accused you of being a traitor." Silver apologized.

"That's okay." Twilight then turns to her friends, looking sad. "But still… our Girls Night would've been great if none of this had happened."

"C'mon, Twilight. Haven't you seen what we have all done for you?" Applejack asked.

"All that fighting, the sword dueling and rough housing." Dashie said.

"That was OUR Girls Night, silly!" Pinkie said.

"Things may look dull for Ponyville now, but we sure did had a great time together." Rarity remained happy.

"Totally!" Scootaloo flapped her wings.

"I had fun too. Um… but I do kinda feel bad for those critters who tried to hurt us." Fluttershy said.

"The only thing they care about is loyalty to Eggman." Amy said. "There's no reason to feel bad for them."

"I know." Fluttershy replied. "I just… feel sorry for them."

Twilight stood up happy at her friends. "You're right. Thanks, girls." She sincerely smiled and a teardrop just fell from her eye and hits the ground before forming into a heart. Twilight then wiped her eye, thinking if she got something and did not notice the teardrop.

Sweetie, AB and Scoots walked up to Diamond Tiara and Silver Spoon.

"Well, I hope you're happy, blank flanks. You ruined my house!" DT said.

"We were tryin' to protect you from these bad animals. They wanted to hunt you down because of what YOU did to them on Mobius." Apple Bloom said.

"I don't care what I did to them!" Diamond retorted.

"Well, believe us. They do." Scootaloo retorted back. "And if something like this ever happens if it's because of you, then you better hope it was somepony else. Because they may be back for you, Diamond Tiara." Scoots warned her.

"She's right, Diamond." Spoon said but DT glared at her. "They won't give up."

"You think I'm scared of them?" Diamond Tiara remained confident. "I respect that you care deeply for my safety, Cutie Mark Losers, but my daddy has an agent, a well enabled security system and has a lot of money to keep me safe from danger. Why should I be so concerned about them anyway?" She asked.

Sweetie Belle pointed Ponyville to her. "Because! Look at the trouble they've been through!" Diamond becomes a bit horrified to see most of the architect of Ponyville burned and destroyed by the D.E.L. "They did all of this! Made us all suffer! All. Because. Of YOU!" Sweetie pointed her hoof forward to Diamond Tiara who has found herself on edge with all that's going on and her confidence has gone down.

Twilight Sparkle stared towards town as she begins to worry about the horrible consequences. Silver saw her emotion and wonders with her. "So… what happens now?"

"I don't know, Silver." Twilight stares with worry. "Of all the adventures me and my friends have had… we thought our adventure on Mobius was the best adventure. But now… I think it's starting to turn around. This wasn't just some ordinary invasion. It was a message they were sending. I have a feeling…"

"…A feeling that Equestria and Mobius will be locked into a devastating war that could threaten our whole existence." Twilight said as she, her friends, Spike, Silver, Amy and the CMC stared at the blazing town with worry with wind blowing through her mane. "This was only the beginning."

_**The End… for now…**_

* * *

**New Friends**

Somewhere in the Death Egg Mark II, Snively is lying in his prison capsule, defeated and miserable at his loss. "I hate him…" He whispered in his sadness. "I… hate him…" He gulped his saliva, seeing as he was trapped there for some time without water. "I… hate… him…"

Suddenly a black alicorn walks up to his capsule. "Would you look at that." Snively opened his eyes and saw green eyes through his window. "I've seen minions like you wallow in such misery but you… you really do have such hatred." She says.

Snively sat up and question. "Who are you?"

"My name is not important now." She said. "You however… you seem rather important to our cause. Let me ask you a question…"

"Please!" Snively then started to plead. "Let me out. He's kept me in here for days and I can't handle it any longer. I just need my love back! Please! Help me… help me…" Snively shed tears.

The queen however laughed. "Pleading me won't get you anywhere. If you want out… you must promise me something." Snively listened. "How would you… like to eliminate everything you have always hated?" Snively's expression was shocked but then he smiled evilly. "Think about it: You join with us and you get what you crave for. Love is a very rare element. It makes me hungry. Destroy the ones you hate and I'll reward you with all the love I can offer you. Failure however and I'll enjoy sucking the love out of you."

Snively stood up and accepts her deal. "You have my loyalty."

"Perfect." Queen Chrysalis said. "Release him." She turned to an unknown figure who walks in with four tendril arms and Snively recognizes him.

"Wha!? You!?"

"Hello, Snively. We meet again. Welcome to the Legion of Darkness." Said former Grandmaster Dimitri the disembodied echidna, as he proceeds to free Snively and the queen of the Changelings cackles evilly.

_**To Be Continued…**_

* * *

**Off Words**

[In the movie theater of many characters expressing their opinions on the story.]

Scootaloo: Oh my gosh! I can't wait!

Apple Bloom: Me too!

Sweetie Belle: This is gonna be awesome!

Tails: I can't believe I only made one appearance in the beginning, and I had a starring role in the previous story. What's the deal?

Cheese Sandwich: How come I wasn't in it?

Sapphire Shores: It needs a little more emotion in it.

E-123 Omega: Why is this show about ponies so popular to squishy humans? Does not compute.

Charmy: It needs more cuteness!

Vector: It needs to have more conversations.

Babs Seed: When am I gonna be in this fanfic? I thought the fandom loves me.

Maud Pie: Needs more rocks.

Shadow: Hmph. Pathetic.

Rouge: I'll say.

Rainbow Dash: It needs to be 20% more cooler.

Marine: Oy! Why ain't I in this story? Why can't ol' Captain Marine get a story already!

Bulk Biceps: YEAH! Bring in more! Yeah!

Doctor Finitevus: Not my taste.

Diamond Tiara: Boring!

Big the Cat: It wasn't boring. I enjoyed it. Right, Froggy?

Knuckles: Needs more Knuckles.

Fluttershy: Needs more cuteness.

Silver: It was all right.

[Sonic and Twilight Sparkle looked to each other.]

Sonic: Everybody's a critic.

Twilight: Even fictional characters.

Sonic: Hey… who let those guys in? [Pointed at four characters next to Twilight.]

Jenny Wakeman: When are we coming back?

Dexter: I don't know! The author has spoken about us in a while.

Bubbles: I thought he liked me. I stared in his DKR fanfic and now he doesn't like me! Wahhh!

Courage: [looking angry] Things I do for love. Yeah, right.

[Sonic facepalms while Twilight looks away.]

**They really want to come back, don't they? Anyway… We are now starting the Countdown to Darkness! Three more stories until we reach Chapter 9 of this story which will be the prologue to the sequel of "Chaos is Magic 2". Stay tuned.**


End file.
